My Little Pony: Warrior From The Stars

by NintendoBrony64

Rating: everyone
Tags: Other, Nightmare Moon, Adventure, Crossover, Main 6, My Little Pony: Friendship is Magic
Length: 9009

Equestria gets a visitor from beyond the stars after several months of strange monster attacks.

For several months there have been attacks from strange monsters that the ponies of Equestria have never seen before. On the day of the Summer Sun Celebration, a star falls from the sky and crash lands in the Everfree Forest, and produces a warrior that has the power of ridding the Kingdom of Equestria of the strange monsters...a tiny, round, and pink warrior named Kirby.

With the return of Nightmare Moon, Kirby ends up helping Twilight Sparkle search for the Elements of Harmony to stop her from keeping the night eternal.

Published 2016-02-11 01:50:03 UTC
Last updated 2017-01-02 03:36:11 UTC

Otherworldly Encounter

Author's Note

I decided to try something new because I've been getting writers block with my other story. So, I'm trying to give you guys something different until then.

Enjoy! :twilightsmile:

Otherworldly Encounter

"I'm telling you Spike, they're all connected to her returning!"

The Unicorn Pony, Twilight Sparkle, sat in the middle of her book fort with her muzzle buried in one of the many books within the Golden Oaks Library. She had come across a prophecy that the "Mare in the Moon" would return on the longest day of the thousandth year. However before that, strange monsters that don't appear in any book on monsters have been appearing in random parts of Equestria for the past few months. With the help of the Royal Guard, the monsters were defeated albeit with extreme difficulty. Twilight came to the conclusion that the monsters were a way of signaling Nightmare Moon's return.

"Come on, Twilight," Spike, her baby dragon assistant, groaned sinking into the couch. "You've been on that for the past month, and there's no way of prove that your theory is true. When are you going to go out and make some friends and have fun like the princess said?"

Twilight scoffed. "I already told you, Spike. Finding the Elements of Harmony is far more important than making friends!"

Spike could only sigh. "Well, you still need to go outside to check on the preparations for the festival tonight."

Twilight's eye widened. "Oh, that's right!" Her horn lit up and all the books surrounding her levitated and flew back towards the shelves.

She was out the door with Spike on her back, him reading the list of things she needed to do today to check on the festival's preparations. She decided that she would get that done as quickly as possible so she could put all of her focus into finding a way to prevent Nightmare Moon's return. The answer to all their possible future problems won't just fall out of the sky, after all.

Just outside the planet's atmosphere, a star-shaped object zoomed past by, trying to avoid asteroids. Unfortunately it wasn't quite fast enough, as one asteroid struck the ship. The impact caused the ship to change it's trajectory, and spin towards and then into Equis' atmosphere.

Princess Celestia stood on her balcony overlooking her kingdom. All day she's had this sense of danger, since she knows full well what today was. She knew Nightmare Moon would return this day, and she had sent her student to attend the Summer Sun Celebration because she had faith that she could find the means of defeating Nightmare Moon.

She was about to return to her duties, when she sensed something. She turned back towards the balcony, and looked up into the sky. Her eyes widened as she witnessed a ball of fire descending at a fast rate.

"What in Equestria...?"

She continued to watch the fireball's path until it crashed close to Ponyville, within the Everfree Forest. She was relieved that it crash landed in the forest, so none of her subjects in Ponyville were hurt. Was this another warning from Nightmare Moon?

"Twilight, I pray you find the solution soon."

Twilight and Spike, with the addition of a Pegasus pony named Fluttershy, much to the unicorn's annoyance. They were on their way back to the library after checking on the festival preparations. Fluttershy was fallowing them because of Spike, since she'd never seen a baby dragon before.

"...And that's the story of my life! Unless you count today...you what to know about today?"

Fluttershy gave a light squeal. "Oh yes, I do!"

"Ugh! Please let be some sort of distraction so I don't have to listen to this anymore!"

Twilight got her wish, as a massive fireball zoomed overhead and crashed on the other side of town. The landing caused an explosion that was visible from their location, and made the ground under their hooves shake. The sudden impact sent the citizen ponies into a panic, and they all ran inside their homes; locking their doors and closing their windows.

"W-What in E-Equestria w-was t-that?" Fluttershy asked, trembling behind her mane.

"A distraction is what it is!" she thought happily. "Just what I wished for. But, wait..."

Spike spoke up before she could continue her thought. "Did that thing just fall from the sky?"

"Yes it did! Do you know what this means, Spike!?" she asked as she brought the dragon close to her face with her hooves.

"No," he said through mushed cheeks and pursed lips.

"It means that our planet has just been hit by a meteorite! This is a once in a lifetime chance, and I won't let it slip passed me!" She tossed Spike onto her back and started galloping as fast as she could towards the crash sight.

Fluttershy peeked from behind her mane and noticed Twilight rushing towards the rising smoke.

"Oh, oh dear..." She then began trotting after her.

Twilight and Spike had managed to navigate through the forest without encountering any of the creatures Twilight had read about. The explosion most likely had scared them off, much to their relief. Twilight sat down in order to catch her breath; the crash sight being farther away from town than she had thought. She gazed forwards to find a trail of destroyed forest and dug up earth.

Spike peeked out from behind the unicorn and whistled. "Sheesh, this place is a wreck."

"At least...we'll be...able to...fallow it...to the meteorite..." she said through gasps of air.

"Maybe you should rest a little," Spike suggested as he watched Twilight try to catch her breath.

She rose back up on all fours, and continued a much slower pace down the trail. "No can do, Spike. If we don't find the sight first, somepony else will. I just can't pass up an opportunity like this."

At least she's taking a break from Nightmare Moon at the moment, Spike thought.

The walk down the trail of destroyed earth took fifteen minutes until they finally found the cause. Their eyes widened at what they saw. The source of the crash wasn't a meteor at all. It was, in fact, a star...or something that had a very close appearance of a star. It had rips and tares and was producing smoke from the damage it endured.

"Twilight, that's not a real star, is it?"

"I don't think so. It has the appearance of a star, but..." She stepped closer and put her hoof against it. "Stars aren't made of metal."

"Then, if it's not a star or a meteorite like you thought, then what is it?" Spike asked stepping closer to get a closer look.

Twilight put a hoof to her chin in thought. "It could be..." she murmured. "But, the odds are just improbable."

"You okay, Twilight?" Spike asked. He was getting worried as she started shaking. Then a smile started to grow on her face.

"Spike, I think we may have found an alien spacecraft!" she shrieked with as much joy she could let out.

"What!? Really!?" Now Spike was getting excited. "Ha! That Guard owes me twenty bits!"

"Oooooh! I didn't know stars could fall from the sky!"

The sudden voice made Twilight and Spike jump in surprise. They looked up and spotted the pink pony that they had met when they first arrived in Ponyville.

"This thing is amazing! It looks like a star, but it's made of metal!"

"Hey, get down from there!" Twilight shouted.

"Why?" the pony asked as her head appeared from behind them, which startled them even further.

Twilight looked to the ship, then back to the pink pony trying to figure out how she teleported behind them. Thinking to figure that out later, she turned her gaze to the pony. "Because we don't know how dangerous it really is. One false move and it could self-destruct!"

"Oh, you silly filly!" she said waving a dismissive hoof. "If that were the case, it would have done that the moment I stood on top of it and I wouldn't be here to tell you, 'Hi, I'm Pinkie Pie, Ponyville's resident party planner! I was going to introduce myself at the party I had set up for you at the library, but because of this awesome new thing I get to do it right now!' So, I will! Hi, I'm Pinkie-!" She was interrupted by Twilight's hoof being shoved into her mouth.

"I get it, your name is Pinkie Pie," she said as she removed her hoof, and wiped away access saliva. "But, what are you doing here anyway?"

"Duh; to investigate the crash sight of a foreign object from the sky!" she said with a grin. Her response caused Twilight's eye to twitch.

"Don't mind her none. She's just a little too excited is all."

A voice behind Pinkie got their attention, and Twilight and Spike noticed Applejack, Rainbow Dash, Rarity, and Fluttershy trotting towards them.

"Let me guess, you're all here to investigate as well?" Twilight asked in a slightly irritated tone.

"But of course, darling!" Rarity said as she continued to trot passed Twilight and up to the star. "Nopony doesn't usually, if ever, get to see an object from space of all places. So, of course my curiosity would be peaked!"

"That, and whatever it was that fell from the sky, spooked the entire town. So, we came to see if that thing was dangerous or not," Applejack said.

"Incredible," Rarity said as she rubbed her hoof over the star's metal exterior. "I've seen plenty of machines in my visits to Manehatten, but nothing like this."

"Twilight thinks it could be a spaceship from outer space!" Spike said excitedly.

"You sure you haven't been reading too many comic books?" Rainbow asked.

"Everypony! Look!!"

The others turned towards the sound of Pinkie's voice, and froze as a small section of the star slowly opened. They all crowded around the ship to get a closer look, and they were rewarded with a small round ball of pink with stubby arms and two round red feet, rolling out of the cockpit onto the ground, causing them to jump back a little.

They all just stared at the unmoving ball for a few seconds before they flinched as the two stubby arms moved and the ball pushed itself into a sitting position revealing the creature's face.

"Poyo..." he said groggily rubbing the top of his sore head.

He looked around, trying to figure out what happened, and where he had crash landed. His gaze then landed on the ponies who tensed up as his eye landed on them.

"Poyo?"

He rose to his feet, which only made the ponies flinch again and retreat farther away. He observed them for a few seconds before giving a smile and waved one of his tiny arms. "Poyo!"

There was silence, before he was suddenly tackled by a pink blur and hoisted up. "Aw, he's so cute!" she gushed as she brought him into a crushing embrace. "Can we keep him?"

"Ms. Pie! He is not an animal you can just 'keep'!" Rarity said. "Also, how do you even know that he is even a 'he'?"

"Just a hunch!" Pinkie grinned.

"Poyo!"

"See? He agrees!" She then puts him back down on the ground. "So, what's you're name?"

The little puffball giggled before chirping, "Kirby!"

Fluttershy, not seeing any reason to be frightened, walked up to Kirby. "Hello Kirby, I'm Fluttershy."

"Flutter...Shy!" Kirby's attempt to say her name made her giggle.

"And I'm Pinkie Pie!" Pinkie introduced herself with a hop.

"Pinkie...Pie?"

"Well, if Fluttershy feels that he's not a threat, I see no reason we should." She then walked up to Kirby. "Hello, my name is Rarity," she said with a swish of her mane.

"Rarity!"

"And I'm Applejack! Nice ta meet ya, little fella!"

"Apple...Jack!"

"Um, does anypony else think he sounds a bit like a baby?" Rainbow Dash asked, circling Kirby who eyed her curiously. "And he only says one word, if that's even a word."

"Poyo?" Kirby tilted his head in confusion.

"Maybe he is a infant, and saying "Poyo" is all he can say at the moment," Twilight said analytically. "Also, with him being an extraterrestrial, it's a little surprising that he can even understand us at all."

"Extra what?" The other ponies gave Twilight confused looks.

"Extraterrestrial is just another word for alien..." the purple unicorn deadpanned.

"Well, whatever. The name's Rainbow Dash, the fastest flyer in all of Equestria, little guy!"

"Rainbow...Dash?" Rainbow gushed at the little puffball at how cute he sounded...you know, on the inside. Outside she just gave him a satisfied smile. She had an image to maintain after all.

"My name is Twilight Sparkle, and this is my assistant, Spike," Twilight said as she and her dragon assistant joined the others.

"Twi-light...Spike!"

He was brought back into Pinkie's arms. "This is soooo exciting! Now I get to plan a party for two new ponies, and one of them is an alien! *GAAASSSSP* I need to start setting things up right away!" She left behind a dirt cloud as she dashed her way back to Ponyville after dropping Kirby on the ground.

"Well, I guess that's our cue to head on back to town," Applejack said. "We need to tell everypony that there's nothing to be afraid of, after all."

"Of course! Just look at him," Rarity said referring to Kirby. "He's too cute to be dangerous! I'm sure everypony will be at ease once they meet him."

"Poyo?"

Rarity was absolutely right.

Much to Twilight's dismay, they had all regrouped back at the library and it was packed with more ponies who were there earlier to attend a party for Twilight. Pinkie must have told the townsponies it was safe to come out of hiding.

Upon meeting Kirby, the mares just fell in love with the little pink puffball. They would give him tight embraces, and giggle about how squishy he felt. Whenever Kirby said "Poyo", it just made the mares cuddle him even more which made the few stallions that were attending the party a little jealous of the attention he was getting.

Well into the night, the party had to end a little early and they all went to Town Hall for the raising of the sun by Princess Celestia. Why did the party end earlier than expected? Because Kirby inhaled all the food...literally. He had noticed a triple layered cake that Pinkie had brought out, opened his mouth wide and a swirling vortex of air sucked up the entire thing into his tiny body. The ponies were actually too impressed to really care.

Pinkie was bouncing about in anticipation. "This is so exciting!" Pinkie shouted excitedly. "We all get to watch Princess Celestia raise the sun!"

"Now calm down, Pinkie Pie," Applejack said. "We still have a few minutes before the Princess gets here."

Twilight was watching Kirby run around saying hello to everypony. Twilight had debated about whether to sent a message to the princess to explain Kirby or not. She figured since she'll be arriving in Ponyville anyway, she'd just wait until the festival was over.

"I let myself get so distracted, I completely forgot about finding the Elements of Harmony, and preventing Nightmare Moon's return."

Spike rolled his eyes. "Come on, Twilight. What could be more amazing than finding an alien from outer space?" He put a claw finger against her lips before she could answer. "Besides, nothing is happening! Maybe that prophecy was just an old pony's tale after all."

"I really hope you're right, Spike..."

"Poyo!" Kirby jumped up onto Twilight's back giggling happily.

"Hey, Kirby! You excited to see the sun rise?" Spike asked the energetic puffball.

"Poyo!" he nodded.

The lit room suddenly became dark and a spotlight shone on a mare with a tan coat and grey mane and tail standing at the front of the room.

"Fillies and Gentlecolts, it is my privilege as the Mayor to formally announce the beginning of the Summer Sun Celebration!" Her announcement made the gathered ponies roar their applause.

Twilight's gaze fell to and overhead window, and she noticed that the "Mare in the Moon" was no longer there. She immediately became extremely nervous.

"Now it is my pleasure to introduce our very own, Princess Celestia!"

Rarity, who was up on the top balcony, pulled open the curtains where the Princess was to be only to reveal nopony there. This caused gasps and whispers to echo throughout the building.

"Oh no..." Twilight murmured.

"Poyo?" Kirby began to feel uneasy.

Mayor Mare tried to calm everypony down, but she didn't bother trying to hide her own nervousness. "Please, everypony remain calm! I'm sure there's a reasonable explanation for why she's not here!"

Kirby suddenly leaped from Twilight's back and landed with a look of determination while never taking his eyes off the balcony. "Poyo! Poy!"

"What's got into him all of a sudden?" Applejack asked Twilight. She didn't have to answer, fore up on the balcony emerged a dark blue smoke which only made the level of uneasiness in the building increase. The smoke dispersed to reveal a mare pony of pure black coated fur, wings, and horn with blue armor and a smoky mane and tail that shimmered like a million tiny stars.

Her gaze scanned the entire room before a smirk grew on her lips, revealing predator-like teeth. "Well, it's been so long since I've seen my subjects' Sun loving faces."

"Hey, you!" Rainbow Dash's outburst caught the dark mare's attention. "What have you done to our Princess!?"

She sent a bone chilling glare. "So, my crown is so unimportant that you don't even remember me? Have you all not heard the legend? I've also been giving you signs for the last few months with some destructive playmates."

Her last statement made Twilight's eyes widen. "So you are responsible for those monster attacks, Nightmare Moon!"

Hearing the mare's name made the entire building turn cold, and Nightmare Moon's smirk grew. "So somepony does remember me. Then you should also know what I plan to do."

"T-To bring night eternal..." Twilight stuttered nervously.

Nightmare Moon's smirk grew into a sinister grin. "You all had better remember this day ponies, fore it was you're last. From this moment forth, the Night shall last FOREVER!!"

"Poyo!"

Kirby's outburst gained Nightmare's attention. Upon noticing his features, and the determined look in his eyes, she couldn't help but mockingly smirk. "Well, what strange manner of creature are you?"

Kirby stood his ground, not feeling intimidated in the slightest.

"Is this what you expect to protect you all from me? I think I'm being underestimated." Her horn began to glow a light blue. "Then, I'll leave you all with a little parting gift." Her eyes scanned the room until they fell on a fluttering Fluttershy, and fired a beam from her horn.

Fluttershy body froze. She so desperately wanted to move out of the way, but her body wouldn't obey. Kirby acted quickly and opened his mouth and inhaled. Fluttershy was caught within the vortex and was sent hurtling towards him out of harms way, and the beam aimlessly continued its path. Kirby closed his mouth to cancel the vacuum effect and jump p to catch the now falling Fluttershy, but since Fluttershy was much heavier than him, they both fell to the floor with Kirby cushioning her landing with his squishy body.

She got up and pulled Kirby into a tight embrace. "Thank you, Kirby!"

"Poyo," he said in a way of saying 'You're welcome.'

Nightmare Moon was genuinely surprised by what had just transpired.

"Hey, what's the big idea attacking Fluttershy like that!?" Rainbow Dash fumed.

The dark Alicorn blinked out of her stupor, before smirking down at the ponies below her. "Whoever said I was aiming at your friend?"

Pinkie spoke up before Rainbow could retort. "What do you mean? You were clearly pointing your horn at Fluttershy, but then Kirby managed to save her with his inhaling ability and- Hey, what's that?" Pinkie pointed a hoof at the opposite side of the room and saw a tiny glow.

Upon closer inspection, it looked like Nightmare Moon's magic beam hit an unsuspecting beetle. Then it suddenly began to grow, and change shape. The ponies backed away as the beetle grew larger.

The glow dispersed and the now giant bipedal beetle with huge mandibles stood and unleashed a loud screech.

"Wow, that's a big bug! Oh, I'm going to name you...Bugzzy!" Pinkie said a little too enthusiastically for the other ponies liking.

Nightmare Moon laughed as the ponies cowered in fear of the monstrous insect. "Make sure you show these fools the true meaning of fear, my pet!" She then looked up and blasted a hole in the roof, before turning into blue smoke and whisking out towards the Everfree Forest.

The townsponies all burst out the front door to get away as far away from the monster as fast as possible. The monster bug, now named "Bugzzy", crashed through the overhead section of the building and screeched before giving chase in the air. Twilight, Spike, Fluttershy, Rainbow Dash, Pinkie, Applejack, and Kirby were the last to exit.

"What the hay is going on!?" asked a flustered Rainbow Dash. She turned towards Twilight with an accusing glare. "And how did you know who that pony was?"

"Rainbow, I think we can save the questions for later," Applejack intersected. "Right now, we have a really big bug problem on our hooves."

"Applejack's right," Rarity said. "I can't simply stand by while our home is being threatened. Beside, that thing must pay for the damages it has caused! It took me hours to set up the decorations for the Festival, and now it's all ruined!"

"Yeah, we can't let that big meanie pick on all our friends!" Pinkie exclaimed. "Right, Fluttershy?"

Fluttershy, who still had Kirby in her grip, flinched. "Oh, um, actually I would like to avoid conflict if possible..."

"Poyo!" Kirby struggled to escape from Fluttershy's grasp, but he managed to squeeze out and took off running towards the direction the monster flew.

"Kirby!" Fluttershy was startled by the sudden loss of Kirby in her arms. "Come back!" But he was already out of earshot.

The entire shopping district of Ponyville was in ruin, and Bugzzy stood in the center of the wreckage unleashing a triumphant screech. Luckily none of the panicking ponies were hurt and managed to escape into their homes. Bugzzy turned towards one of the houses, and a mare quickly slammed her window close. He glared and stomped his way over. Once he was in front of the house, he spread his giant pincers and sliced through and ripped open the house wall revealing the now screaming terrified pony. The giant beetle snapped its together to intimidate the pony even more to the point she started sheading tears.

"Poyo!"

The sudden outburst forced Bugzzy to react and turn his head towards the source, only to be kicked in between his eyes and sent tumbling away from the house. Kirby landed a few feet away from the disoriented beetle with a determined glare. He looked to the crying pony who tried wiping her tears and saying 'thank you' over and over again.

Bugzzy rose up and fumed at the little pink puffball. It snapped it pincers to intimidate Kirby, but he didn't even so much as blink. They stared each other down, and waited for the other to move first.

Exploring the Everfree

Author's Note

I have no excuse as to why this is so late, except for simple laziness and easily distracted by other things like new games to play. I promise that the next few chapters won't take as long to post.

I'm making it my New Year's Resolution to finish this story, Mario and Luigi: Pony Party, and any other stories I have in mind!

Exploring the Everfree

Twilight made a mad dash towards the library, with Spike riding on her back, while the others weren't looking. She was right about everything from the monsters being connected to Nightmare Moon, to Nightmare Moon herself returning. She needed to get back to the library and dig through the books for more information about the whereabouts of the Elements of Harmony so she could stop Nightmare Moon from bringing eternal night.

An explosion in the background caused her to skid to a halt and look behind her. A trail of dirt and debris was seen in the distance and they cringed. Kirby and the other ponies she and Spike had met were likely fighting that monster.

"Are you sure we can't help them first, Twilight?" Spike asked concerned.

"I'm sorry, Spike. We need to find the Elements of Harmony fast if we're to stop Nightmare Moon," she said as she continued the sprint back to the library. "I want to help them too, but the less time we spend searching for the Elements, the worse things will get!"

Spike didn't like it, but knew she was right. He only hoped that their new friends could take care of that monster. He grew more concerned when a few more explosions were seen in the background.

Kirby pulled himself from a small crater that was made when Bugzzy slammed him into the ground for the third time, and shook off any excess dirt from his body and the slight daze he felt. He sent his focus in front of him, but Bugzzy wasn't there. He looked around trying to find his opponent, but it was nowhere to be seen.

"Kirby!" came a group yell from behind him.

He turned around and found his new pony friends running up to him. With his back turned, Bugzzy landed behind Kirby. The impact was strong enough to spring Kirby a few inches off the ground, and with a flick of its' pincers it swat him towards the ponies. He bounced a few times before landing on his face in front of them.

"Sorry about that little guy," Applejack said sheepishly. "You okay?"

He rolled over and sat up before turning to the ponies and smiled. "Poyo."

The stomping of Bugzzy's feet caught their attention. He towered over them sending a glare while clicking and snapping his mandibles.

"Excuse me, mister!" Fluttershy rose to meet it at eye level. "You should be ashamed of yourself; picking on creatures smaller than you!"

Not in the mood to be patronized, Bugzzy's glare intensified as it flared its' wings and screeched. The action made Fluttershy shriek, and jump behind the others.

"That's it, you're going to answer to me now, buster!" Rainbow said. With her speed, she zoomed forward and slammed into the monster's thorax making it stumble back. It regained its' balance and it took off into the air to give chase to the now fleeing Rainbow Dash.

"Come on, slowpoke! You gotta move faster than that!"

Her taunting bared fruit as it suddenly picked up speed, and was then in front of her. "Yipe!" Before she could react, Bugzzy swung its' pincers downward and slammed into her; sending her falling towards the ground. Bugzzy then zoomed after her, and when it was within reach, it grabbed her with its' pincers. She tried escaping from the monster's grasp, but it was gripping too tight. They continued to fall, picking up more speed. Then it suddenly released her; making her slam into the ground as it shot back up into the air.

She shakily rose to her hooves; her eyes rolling in her head. She shook her head and regained her senses. She then noticed something strange next to her. Next to her was a hovering, glowing star.

"What the hay?"

Before she could do anything else, her attention was brought back to Bugzzy when it screeched. The beetle was nose diving towards her.

"Poyo!" Kirby then began to inhale. Rainbow Dash dug her hooves into the ground to keep from moving.

"Kirby, what are you doing!?"

She then noticed the star being dragged along, and it entered Kirby's mouth. As he clamped it shut, he didn't swallow. Instead, he jumped up and spit it back out above her. The star projectile slammed into Bugzzy making it veer off course, and crashing into an untouched food cart.

Rainbow Dash and her friends released their breath they didn't realize they was holding, in relief. Rainbow then gave Kirby a grateful smile, which he returned.

Bugzzy rose up and screeched with much intensity. The glare it was giving sent an icy chill down the ponies spines. Kirby only held his ground, ready for the monster to make the next move.

With another screech, it opened its' wings and smaller sized beetles swarmed from behind it. The swarm then advanced towards Kirby and the ponies. Kirby jumped in front of the pegasus and began to inhale. Within seconds, the entire swarm was engulfed in the wind vortex and then trapped in Kirby's mouth.

Bugzzy hissed angrily and charged; Kirby doing the same. The mutant beetle thrust its' pincers forward to snatch Kirby, but the pink puffball leaped above its' head and spat out a star projectile. The attack slammed Bugzzy into the ground making an explosion of dirt.

Bugzzy suddenly burst from the dirt cloud, grabbed Kirby with it pincers, and took to the air.

"Hold on there, partner!" Applejack yelled. She tossed a lasso and caught Bugzzy by his foot. With a firm yank of the rope clamped in her jaw, the insect monster stopped in its tracks. The sudden jerk made Bugzzy chirp in surprise and release Kirby, who then proceeded to fall towards the ground. Before he fell very far however, a rainbow blur snagged him from the air.

"Got ya, little bubby!"

Bugzzy glanced down towards Applejack, glared, and then shot up further into the air. Applejack wasn't expecting that, and was yanked from the ground while her jaw was still clamped onto the rope. The giant beetle flew in circles and zigzags to shake off the mare, which was causing Applejack to become dizzy.

On her way down, Rainbow noticed the farm mare being hoisted up by the beetle monster. "Hang on, AJ!" She quickly placed Kirby on the ground in front of Fluttershy and Rarity. However, before she took off to help her friend she noticed a pony missing.

"Hey, where's Pinkie?"

Before the they could response, they were interrupted by several loud "boom!" sounds. Their attention was directed behind Rainbow and the source just happened to be the pink mare herself with a pink colored cannon beside her pointed up towards the monster and Applejack.

"Have some cake, Buggzy!" Pinkie yelled as she pulled the cannon's string and firing a perfectly decorated three layered cake. As if on que, Buggzy looked down only to get a face full of cake. Within seconds the beetle monster's body was covered in cake and through its flight pattern off and began falling out of the sky. There wasn't anything Applejack could do that would a safe landing for her as she was taken by the fall with Buggzy. That is until she saw Rainbow Dash zooming towards her. With a smirk, she let go of the rope and watched the monster continue without her as she was snatched up by her pegasus friend, and safely placed down by their other friends; Pinkie joining them.

They all watched as Buggzy desperately tried to shake off Pinkie's cake ammo while staying airborne, but it was inevitable as it eventually crashed through a building roof, and the crash landing razing the building itself.

They let out a relieved sigh thinking that the fight was over.

"Alright, y'all, let's hurry on over to he library and get some answers as to what's goin' on around here," Applejack said as she began towards the direction of the Golden Oaks Library, the others following behind her.

"Yeah, she did seem to know who that mare was and why she was here," Rainbow said. "You think she's really a spy and working with her?"

Applejack gave the pegasus a deadpan look. "She ain't no spy, Dash."

"Yes, and even thinking so is absolutely ridiculous," Rarity added.

"Yeah silly!" Pinkie literally hopped into the conversation. "If she were a spy, they would be acting all buddy buddy with each other and announce their evil plan and both wisp away at the same time after doing a evil laughing session, duh!"

"Well, she could be for all we know!" Rainbow countered, not backing out on her accusation. "It could all be apart of their big master plan to throw us off guard! And while we're wasting our time chatting, who knows what they could be plotting!" With that said, she then dashed off towards the direction of the library.

Applejack gave an exhausted sigh. "Come on, y'all. Let's hurry before she does or says something stupid."

With that said, they quickly made their way towards the library. Fluttershy lifted Kirby up onto her back with her wings before catching up to her friends.

The library floor was littered with books as Twilight and Spike searched relentlessly for any kind of information on the Elements of Harmony. Twilight was beginning to loss hope in ever finding anything, but her dragon assistant pulled through for her once again by handing her a book titled, "The Elements of Harmony: A Reference Guide". She had no idea how she managed to overlook it, especially when he said it was in the "E" section.

Afterwards, she sent him off to bed since he had basically spent the remainder of his energy staying awake to help in her search. According to the book's contents, the last known location the the Elements could possibly be found was in the Castle of the Two Sisters in the Everfree Forest. Twilight finds herself in front of the Forest's entrance mentally preparing herself for the most likely treacherous journey ahead. She didn't even make it one step in before she was stopped by a brash voice shout from behind her.

"And where do you think you're going?"

She turned around to see the others running up to her, Rainbow Dash in the lead, who then pressed her muzzle against hers while glaring.

"Alright you, start talking! Are you a spy for that Nightmare Moon character?"

Applejack sighed. "Dang it, Rainbow Dash! She ain't no spy!" The farm pony pushed the pegasus aside and calmly approached Twilight. "Now tell us, sugar cube, what exactly is going on."

"Well, Spike found a book that had information on the Elements of Harmony; Honesty, Loyalty, Generosity, Kindness, and Laughter, that are key to Nightmare Moon's defeat. The book also said that the last known location of the Elements were in the Castle of the Two Sisters, which is currently located in the Everfree Forest," Twilight explained.

"Oh, is that all?" Pinkie giggled. "Then what are we waiting for? Let's go!" She had hopped past her when Twilight spoke up.

"No. I appreciate you wanting to help, but I'd rather do this on my own."

"I'm afraid that ain't happenin', Twilight," Applejack said. "No friend of ours is explorin' this here Forest by themselves."

"Plus, I think we'll be safer with little Kirby with us," Rarity said. "You should have seen how heroic he he was went he took on that giant insect."

"Yeah, he was kicking that thing's flank left and right!" Rainbow added. "Every time that thing would hit the ground, it left behind these glowing floating star things and the little guy would suck them up, and fire them out of his mouth like some sort of projectile attack! Though that giant bug put up a good fight too, it didn't stand a chance once I stepped in to help the little guy."

"Did you forget that Pinkie and I helped too?" Applejack deadpanned.

Twilight watched them as if they had grown a second pair of heads. "You do know how impossible you all sound, right?"

"Impossible or not, darling, the point is we're accompanying you and that's final," Rarity said.

"Poyo?" Kirby was confused about what it was they were talking about, but that didn't stop him from giggling and hopping from Fluttershy's back and dashing towards the forest, surprising the shy pegasus.

"Kirby, wait!" she exclaimed as she took off after him. Pinkie Pie joined her, giggling all the while.

"Ya see? They got the right idea," Applejack said as she walked past Twilight to follow them. "Ya'll are stuck with us whether ya like it or not."

Twilight could only watch as they all entered the rumored dangerous forest before sighing and followed suit.

Meanwhile back in Ponyville...

"What the hay happened to my workshop!?"

The local blacksmith was standing in front of his once standing workshop where he makes custom weapons for whoever wanted one, as well as supplied weapons for the Royal Guard in Canterlot. He had just returned home from a delivery from said capital, only to find his home/workplace a wreck. He was currently in the middle of ranting that he didn't notice the rubble begin to stir.

"When I find whoever did this to my precious shop, I'll sue them so hard that they'll-!"

*Boom!* Skreeeeiiiiik!!!

The blacksmith Earth Pony froze as he heard something erupt from the rubble behind him. He slowly turned around to see a ticked off giant beetle glaring down at him.

"Um... Well, I don't have to sue anypony.". He slowly started backing away from the monster beetle. "I could just use the remainder of my life savings to rebuild my shop from scratch, so..." He hastily ran away leaving behind a trail of dust.

Buggzy only watched as the pony dashed away. He buried his arms into the rubble and pulled out two perfectly preserved swords with curved blades. He inspected the blades as they shimmered in the moonlight.

Skreeeeiiiiik!!!

Buggzy spread his wings and took to the air in renewed anger, and took pursuit of his targets.

Near the side of a cliff, Pinkie and Kirby were giggling and hopping around each other without a care in the world while Twilight, Fluttershy, Rarity, Rainbow and Applejack who were too busy worrying about the forest itself.

"So, uh has anypony ever come into this forest?" Twilight asked; her voice full of uncertainty.

"No pony ever enters this dreadful forest, darling," Rarity muttered.

"There's just somethin' unnatural about it," Applejack shuttered. "It makes ponies feel uneasy."

"A-And why is that?" Twilight asked hesitantly.

"No pony knows," Rainbow said, taking it upon herself to use this time to try and scare everypony. They were in the perfect location for it after all. "They say that anypony that has come in here, has never come out."

"Boo/Poyo!"

"AAAHHH!!"

Pinkie and Kirby broke into laughter in succeeding in scaring them. After a few seconds to regain their composure, Rainbow Dash joined in while Applejack, Rarity, and Twilight looked irritated and Fluttershy was visibly shaking.

Near by loitering in the shrubbery, Nightmare Moon watched silently.

"Those foals think that they have what it takes to reach the castle and find the Elements? I'll make sure that their little journey won't be so easy!"

She was about to make her presence known, but paused when she heard a feint buzzing sound resonate throughout the forest. The sound grew louder, and when she looked above her she smirked.

"Or perhaps I won't have to dirty my hooves, and let my pet take care of them for me. However, I'll have to offer a little assistance."

Kirby and the girls were about to continue on their way, but Kirby froze and began looking around. This caused the ponies to pause as well.

"What's up little guy?" Rainbow asked.

Suddenly all ears were raised when a feint buzzing sound resonated around them.

"Um, anypony know what that noise is?" Applejack asked.

"I-It sounds like the buzzing of insect wings..." Fluttershy said.

"Well, that shouldn't come to be a surprise," Rarity said. "We are in a forest after all."

"Yeah, but why does it sound like it's getting louder?" Rainbow asked.

They instinctively huddled together as the buzzing grew louder until whatever was producing said sound was practically on top of them. Suddenly it stopped and all was deathly silent. They all looked in opposite directions of each other as to not be ambushed from behind. After a minute on nothing happening, they felt they could relax and continue on their way.

They didn't even take a few steps before the sound of branches snapping above them caught their attention, and they quickly jumped away before a giant figure fell through the tree tops and landed with a loud thud.

"SKREEEEIIIIIK!!!

With what little light they had thanks to the moonlight, they dreaded the return of the giant beetle.

"I thought you beat that thing!" Twilight yelled toward the other ponies.

Rainbow Dash sheepishly smiled. "Well, I never actually said that we defeated it for good."

"We made it crash into a building and left it alone, assuming we beat it!" Pinkie Pie said with a grin.

"I d-don't remember it having any weapons th-though..." Fluttershy said gazing at the monster's new dual swords.

"Poyo!" Kirby quickly jumped in between the ponies and monster and began inhaling, trying to trap the monster beetle in the wind tunnel.

"What in tarnation is Kirby doin'?" Applejack asked confused about the little puff ball's intentions.

"I think he's trying to suck that monster up!" Pinkie said. "Go Kirby, go!"

Unfortunately for them, Buggzy didn't so much as flinch and stayed in place and put an end to the cheering Pinkie was giving. Kirby was then smacked away by one of Buggzy's swords and flung over the cliff's edge.

"Kirby!!" They rushed to the edge horror struck. Rainbow readied herself to zoom down and save him, but paused when they witnessed his actions. He inhaled, trapping some air and slightly inflating his tiny body and gently floated downward, filling the ponies with immense relief.

While their backs were turned, Buggzy screeched and sunk his blades into the ground which caused the ground under them to rumble and crackle. Within seconds the cliff itself crumbled and they all slid down the cliff's edge now turned steep slope. Rainbow Dash and Fluttershy however managed to correct themselves and take to the air and quickly grabbed Rarity and Pinkie. Applejack dug her hooves into the dirt to slow her decent and grabbed Twilight's hooves before she could continue her fall down the cliff side. As she struggled to pull Twilight up, she noticed Buggzy fly over them and dive towards the others.

Rainbow and Fluttershy gently placed Rarity and Pinkie on the ground. Kirby released Rainbow's tail which he grabbed on her way down, and sighed in relief upon being on solid ground again. Fluttershy immediately scooped up Kirby in a hug; overjoyed that he wasn't injured.

"Oh thank goodness you're safe, Kirby!"

"Poyo!"

THUD!

Their attention was suddenly brought to Buggzy who landed a few feet away, his glare peircing through them and his sword blades gleaming in the moonlight. Kirby squeezed out of Fluttershy's grip and stood between the monster and the ponies.

"Come on, Fluttershy! We need to help Twilight and Applejack!" Rainbow said. "The little guy has this!"

She hesitated, glancing at Kirby before finally hiding and following Rainbow.

Buggzy wasted no time in closing in on Kirby and swung one sword downward, which Kirby experty dodged by cartwheeling to the side. The beetle monster swung his second sword horizontally, only for Kirby to jump over the blade.

Rainbow and Fluttershy brought Twilight to the ground after catching her mid fall after Applejack assured her she'd be fine if she released her hooves. Said cowpony soon joined them by descending down by using the cliffside rocks. Twilight's attention was immediately brought to scene of Kirby dodging Buggzy's swings. She turned to the others and wondered why they weren't lifting a hoof to help him. Instead they were just cheering him on. The only one who physically look worried for Kirby was Fluttershy, but she was still cheering along with everypony else.

"It's fine, Twilight," Applejack said sensing her unease. "I don't know why, but I just got this feelin' that we'll only get in Kirby's way."

Twilight thought about what they told her about back in Ponyville. They didn't really expect her to completely believe that a creature that was no bigger than a foal could compete with a monster like that. Even though Kirby was farring well in dodging Buggzy's swings, surely he didn't have the physical strength to fight back.

Buggzy brought his blades down and Kirby jumped back avoiding being sliced. Twilight's curiosity was peaked when the two swords made contact with the ground, two glowing star shaped orbs appeared where the ground was struck.

"What the..." she thought. "How is that even phisycally possible? Stranger than that, I can feel magic radiating from them."

"Oh, this is the best part!" Rainbow gushed with an excited grin.

Twilight raised an eyebrow. "What could possibly be so significant about...!"

She didn't need to wait long. Kirby took this opportunity to use his inhale once again. Like before, the giant beetle didn't budge. The star like objects however, were caught in the wind tunnel and into his mouth. He immediately afterward fired a single star projectile back at Buggzy, which caught Twilight off guard. He crossed the blades out in front and blocked the projectile, in which caused a miniature explosion and pushed him back.

Twilight's mouth hung loose. " He sucked up those star like things and...used them as an attack?"

Buggzy shook the attack off and spread his wings. He then used them to boost his leap into the air and dive bomb Kirby, which he dodged. The impact left a crater as well as produce more star orbs. Kirby inhaled the stars and fired another projectile and it struck once more.

The process repeated. Kirby dodged the monster's strikes and struck back with star projectiles that Buggzy's ground strikes would produce. As the fight went on, the cheering from the ponies increased to where even Twilight eventually joined in. Pinkie was even sporting a cheerleading garb and pom-poms and was changing for Kirby's victory.

After being knocked back by another one of Kirby's attacks, Buggzy skreeched and flared his wings and produced a swarm of smaller beetles. With a point of a sword, the entire swarm charged Kirby. Each beetle that zoomed by struck his tiny body with their pincers; the constant onslaught sending him rolling along the ground. The barrage from the beetles are the ponies flinch back, but they were surprised that Kirby leaped back up on his feet without so much as a scratch.

"Come on, Kirby!" cheered Pinkie. "Suck 'em up!"

At Buggzy's command, the beetle swarm advanced towards Kirby once more. Kirby countered by opening his mouth and inhaled, successfully trapping the swarm in the powerful vortex. Because of the shir number of insects, Kirby's body slightly inflated and looked like he was struggling to hold his mouth shut.

Buggzy, seeing this as the perfect opportunity to attack, charged forward swords ready to slice the puff ball into prices. Within mire inches of Kirby, Buggzy rose his swords ready to strike. Kirby couldn't take it any longer and unleased the built up pressure in the form of a star projectile the same size as the giant beetle. The star slammed into Buggzy and with enough force, pushed him into the cliffside and resulted in an explosion.

Wide eyes and mouths agape, the ponies were in awe at what just happened.

Kirby was then suddenly tackled by a pink blur and wrapped by pink arms. "That was amazing, Kirby!" Seconds later, the others crowded around and we're showering him with praises which he enjoyed.

The praising halted as a screech rings through their ears. The dust cloud cleared and there shakily standing was Buggzy; body cracked and dark blue mist leaking from those cracks.

"You've got to be kidding me!" Rainbow said. "That thing is still kicking!?"

"Well, it's determined I'll give it that," Applejack added.

With trembling arms, Buggzy held both of his swords high. The mist that was leaking from his body surrounded the blades, imbedding them with dark power.

"Hey Twilight," Pinkie looked over the purple unicorn's shoulder. "What's with the wierd glowy swords?"

"It's somehow infusing the blades with a lot of magic!" She focused her magic and formed a pink barrier around the group just as the mist halted its infusion into the blades.

Buggzy then slammed the blades into the ground and burst of dark purple energy zoomed towards the ponies, and crashed into Twilight's barrier.

"Gah!" The sudden pressure from the blast of magic sent a sharp pain through her body, making it challenging for her to keep the barrier up.

"Are you okay, Twilight?" Applejack asked.

"Y-Yeah, it's just this magic is stronger than I thought it would be..." Twilight said, struggling to keep the barrier active.

The energy finally dissipated and Twilight dropped the barrier soon after. She wiped sweat from her forehead and tried to catch her breath.

Buggzy sent a seething glared at the pony that blocked his attack. As a last-ditch effort, he rose the two swords and with the remaining strength he had and tossed them slicing through the air towards the group. The seconds seemed to go by in slow motion as the blades flew towards them. Kirby squeezed out of Pinkie's grip and leaped in front of the ponies, and while still airborne used his inhale to trap the swords in the wind tunnel.

"Kirby!?" The ponies watched in horror as the swords flew towards him, blades first. However, horror turned to shock when the blades entered his mouth without piercing his body. Even Buggzy's eyes widened when the little pink puff ball gulped down the razor sharp weapons.

Suddenly, Kirby's body was covered in a bright light. It was so bright the girls had to cover their eyes. All except Pinkie, who was wearing a pair of sunglasses.

"What the hay is going on with Kirby!?" exclaimed Rainbow Dash.

The light finally dimmed to the point they wouldn't be blinded, and were even more surprised to see that Kirby had a new appearance. On top of his head he sported a long green hat with a gold colored cottonball at the tip, and with his right arm he held a sword with a blue hilt and had a golden blade.

There was a few seconds of silence as they took in Kirby's new appearance, until Rarity decided to break it.

"Aaaaw! Kirby looks so absolutely adorable in his new little hat!"

"Um... I'm not sure that now is the best time to be um, gushing over Kirby's new look, Rarity," Fluttershy murmured.

"Is anypony going to explain why there was a sudden light show, and now Kirby has a sword?" Rainbow asked.

Pinkie suddenly began bouncing in place. "Ooh, ooh! Maybe when Kirby inhaled and swallowed the swords, he gained an awesome sword wielding ability turning him into..." She paused for dramatic effect. "Sword Kirby!"

Kirby swung his new sword with expert precision before assuming a battle ready pose. "Poyo!"

Buggzy let out an ear piercing screech, flared his wings, and charge at them ready to ram into them all with his pincers. At the last second, Kirby swung his sword upward and deflected the pincers knocking Buggzy backwards and landing on his back. He wobbly rose back to his feet, only to be assaulted by a barrage of slashes from Kirby's sword.

The now sword wielding puff ball expertly maneuvered around Buggzy and slashed into his body, leaving slash marks that spilled more dark mist. Buggzy took a few steps back after Kirby ceased his attack, and dropped to one knee. Kirby held his sword up high before it began to glow a radiant light. Kirby then jumped into the air, and with a vertical slash, his sword produced a crescent shaped beam of light that propelled itself towards Buggzy.

The giant beetle didn't even have time to react before the sword beam effertlessly sliced through the center of its body. Buggzy split in two, and the two halves exploded into clouds of dark purple mist.

As the mist dissipated, the girls were once again dumbfounded by Kirby's ability.

"That... was... AWESOME!!" Rainbow Dash shouted.

"I concur," Rarity added. "I too believe that that was a truly magnificent display. Also, thanks to Kirby's transformation, I've been struck with inspiration for a new line of head wear that would look just adorable on our little hero!"

"I'm more curious about how Kirby was able to transform in the first place," Twilight whispered softly to herself. She was contemplating trying to think of any logical explanation behind Kirby's ability.

As if reading her mind, Pinkie Pie appeared behind her and answered, "It might be a type of magic that's unique only to him that allows him to transform when he inhale certain objects!"

The pink pony's sudden intrusion of Twilight's personal space caused her to jump before calming down and asking, "How could you possibly come to a conclusion like that?"

"Just a hunch!" She said with a grin before hopping away.

"Hey y'all! Let's get to findin' Nightmare Moon!" Applejack shouted.

Twilight was so lost in thought that she didn't notice the others already leaving. She didn't even notice that Kirby was missing his hat and sword, indicating that his transformation had wearn off. When her gaze landed on Kirby, many questions about who and/or what he was.

"Well, there will be plenty of time to think about that after Nightmare Moon has been taken care of."