My Little Pony Equestria Girls: Invasion of Evil

by Dinodisneylover1

Rating: everyone
Tags: Sunset Shimmer, Twilight Sparkle, Main 7 (EqG), Human, Other, Equestria Girls, Spike (EqG), Comedy, Adventure, Crossover
Length: 24899

It's Halloween at CHS. Our heroes are preparing everything. But they are unaware of a dangerous force somewhere in the city.

Halloween is drawing near at Canterlot High. Sunset Shimmer, her friends and all the students are preparing everything. But our heroes have no idea that they have to face old enemies again. And to make matters worse, those enemies allied themselves with some of the most notorious villains the worlds have ever seen. Disney/MLP Crossover.

Published 2016-09-04 23:20:01 UTC
Last updated 2017-01-21 23:17:15 UTC

Rehearsal

Morning, it was a normal day at Canterlot High. It was warm, but it's still Fall. Happy students were walking around inside and outside the school. In the gym, a yellow skinned girl with light pink hair was putting on some streamers on the ceiling. But she wasn't aware that something was stalking her. When she was out of streamers she came down from the ladder to grab more, suddenly she heard a sound. She looked around.

"Hello?" She said.

But no answer came. She bent down to get some more streamers, but then she heard the sound again. She began to feel uncomfortable and looked around again. She turned around to bent down again, but suddenly...

"HAHAHAHAHA!" a witch laughed right in front of her face.

"AAAAAAAAAH!" The girl screamed.

The yellow skinned girl was scared out of her wits and jumped up the ladder. She held tight on the ladder while covering her eyes. But suddenly, the witch nose and hat went off and it revealed a blue skinned girl with rainbow hair. The yellow skinned girl opened her eyes and saw her.

"BAHAHAHAHAHAHA!" The rainbow haired girl laughed while falling on the ground.

While she kept laughing, the other girl was hyperventilating.

"THAT WASN'T FUNNY! You really scared me. I hope you're happy." The yellow skinned girl said unamused.

"Oh, lighten up, Flutters. It's almost Halloween. Isn't that what it's all about?" The girl with rainbow hair said.

"I don't like being scared and you know it." The yellow skinned girl said.

"Rainbow! How many times did Ah tell you not to scare Fluttershy? You know how sensitive she is." said someone else.

The person was revealed to be a girl with a Stetson hat. She also didn't look amused.

"Relax, AJ. I was just practicing myself in scaring the little kids." the girl named Rainbow said.

"By practicing on Fluttershy? That's just lazy." The girl with the Stetson hat said.

"Lazy? Come on, she's scared of everything." Rainbow said.

"That's not true." said the girl named Fluttershy while coming down the ladder.

Rainbow raised an eye brow.

"Boo." Rainbow said.

"AAAAAH!" Fluttershy screamed and jumped on the ladder again.

"See?" Rainbow said.

The girl with the Stetson hat rolled her eyes.

"Just don't scare her anymore." she said.

"Alright, alright. Man, you guys aren't fun." Rainbow said while she walked away.

The girl with the Stetson hat went to Fluttershy.

"Are you okay, sugarcube?" She asked.

"I-I'm fine. But no thanks to Rainbow." Fluttershy said.

"Don't think bad of her. She's just as excited about Halloween as I am. By the way, are you planning to come to the party that night? They say the real fun starts at midnight." The girl with the Stetson hat asked while placing her arm around Fluttershy.

"I-I don't know, Applejack. I'm still not comfortable with Halloween. Ever since I was a little girl, people were always picking on me. I was an easy prey for them to scare." Fluttershy said.

"Hey, it's gonna be alright. I'm not forcing you to do anything. I'm just saying it would be very nice to spend the night with us." the girl named Applejack said.

Fluttershy was thinking.

"Give me some time to think about." Fluttershy said.

"Okay." Applejack said. "Hey, we must go to the band room. We're about to practice a song for the party. We sure could use that tamborine of yours."

They both went out of the gym.

The Band Room.

Applejack and Fluttershy arrived. Rainbow was there too along with four other girls and a dog. They already got their instruments in their hands. Rainbow plays the guitar, Applejack plays the bass, Fluttershy plays tamborine of course, A white skinned girl with purple hair played a keytar, a pink girl with dark pink hair plays the drums and a girl with fire-like hair also plays guitar. But there was also a girl with glasses and streaked hair. She didn't have anything to play with, so she just sat there to listen to the music. Applejack told them all that Rainbow scared Fluttershy...again.

"Honestly, Rainbow Dash. Must you always pick Fluttershy as your number one person to scare?" The white skinned girl asked.

"It was just a bit of fun." Rainbow said.

"It's not for me." Fluttershy said.

"I told you that even the smallest prank can hurt her." the pink girl on the drums said.

"Come on, girls. Enough talk and let's practice." said the girl with fire-like hair.

"Alright. One. Two. One, two, three." Rainbow Dash said.

They began to play their instruments and start to sing. The girl with streak hair clapped her hands to the beat. While they sang, the students on school were also excited for Halloween. They placed decorations, began to wear costumes, and scared people just for fun. They have a good giggle about this.

RAINBOW DASH:
When the moon is full and bright
On a starry starry night
And the wind is deadly still
Down your spine you feel a chill

SUNSET SHIMMER:
Something spooky's in the air
You look around and no-one's there
Not a living soul in sight
Are there spirits out tonight?

FLUTTERSHY:
Then a bell starts to ring
All the ghosts come out to sing...

ALL THE GIRLS:
It's Halloween-lo-ween ev'ry body
Let out a scream, hooray it's Halloween!
It's Halloween-lo-ween ev'ry body
It's Halloween give a scream, it's Halloween!

When they sung the chorus, they began to glow, and suddenly, their ears turned to pony ears, and their hair formed a tail. Fluttershy and Rainbow gained wings. The streaked girl became amazed.

APPLEJACK:
From the mansion on the hill
Shrieks of laughter break the still
Ghoulish figures start to wake
Makes your knees begin to quake

RARITY:
Ghostly music fills the air
With minor chords to curl your hair
Ghosts and goblins boogie shake
To a dev'lish disco wake

PINKIE PIE:
Then a bell starts to ring
All the ghosts come out to sing...

When they sang, none of them knows that outside, a raven flew high in the sky searching for something. Suddenly, it hold still and saw something shining from a school. It flew straight towards it. It landed at the window of the band room. It looked through the window and saw six girls playing music and a girl with a dog listening to it.

ALL THE GIRLS:
It's Halloween-lo-ween ev'ry body
Let out a scream, hooray it's Halloween!
It's Halloween-lo-ween ev'ry body
It's Halloween give a scream, it's Halloween! (x2)

RARITY:
If you're young or if you're old

PINKIE PIE:
Don't be left out in the cold

RAINBOW DASH:
For one night out of the year
Hug a goblin without fear

SUNSET SHIMMER:
Don a costume and a wig
And dance a Halloweeny jig and

FLUTTERSHY:
Shake it left and shake it right

APPLEJACK:
'Cause it's Halloween tonight

ALL THE GIRLS:
When the bell starts to ring
Ev'ry body start to sing...

It's Halloween-lo-ween ev'ry body
Let out a scream, hooray it's Halloween!
It's Halloween-lo-ween ev'ry body
It's Halloween give a scream, it's Halloween! (x4)

When the song ended, their ears and hair became normal again. The raven saw that the girl with streaked hair clapped her hands. The dog was whistling with its paw.

"Alright, you girls rock." The dog said.

"That was amazing. Everyone else will love it." The girl with streaked hair said.

"Phew. Ah think I better open the window. It's getting a little toasty in here." Applejack said.

She opened a window. But when she walked back to the others, she didn't notice that the raven who was spying on them stuck its head out of the window to hear better.

"I still can't believe this still happens when we play and show our inner strength." Rainbow said mentioning the pony ears and tails.

"Maybe that should be our costumes for Halloween." Pinkie Pie said.

"If we're talking about Halloween costumes, I've made some especially for you that will fit you to a tee." Rarity said.

"That's very generous of you, Rarity. You know, back in Equestria we also have a holiday that is similar to Halloween. We call it 'Nightmare Night'." Sunset Shimmer said.

"Ooooooh, spooky." Pinkie said.

"The celebration was named after Nightmare Moon. She's a villain who's actually Princess Celestia's sister Luna. Princess Twilight and her friends fought against her and brought Luna back to her senses." Sunset Shimmer explained.

"That's totally awesome." Rainbow said.

"It's good that Princess Luna is back. Though I never celebrated Nightmare Night or Halloween. I was focused on ruling Equestria at that time." Sunset said before she began to sigh.

The memories of her changing into a she-demon came back. The girl with streaked hair placed a hand on her shoulder.

"It's okay. You didn't know what you were doing that time. Just like me when I tried to understand magic." The girl with streaked hair said.

The raven heard the things about princesses, Equestria and magic. It's eyes went wide and suddenly it began to smile while it listened further.

"Thanks, Twilight. I hope we can both bury that in the past." Sunset Shimmer said.

"Maybe those demon forms should be your costumes." Pinkie said.

Everyone looked at her with a glare.

"What? It was just a suggestion." Pinkie said.

"It's still quite interesting to learn about things from your world, Sunset." The girl named Twilight or Sci-Twi said.

Sunset nodded.

"Do you still have that magic device you created?" Sunset asked.

"Yes. I kept it with me." Sci-Twi said.

Sci-Twi then showed a pendant-like device that hung around her neck. As she showed it to her friends, the raven saw it, and became very interested.

"What are you going to do with it?" Sunset asked.

"I don't know. I haven't really thought about that yet." Sci-Twi said.

Thinking that nothing could happen to the device, Sci-Twi sat it down on the table. Much to the raven's joy.

"You better be careful with it. What if someone steals it and wants to use it to do something bad?" Sunset said.

"Relax. We defeated sirens and an ancient plant-creature from Equestria. I'm sure there's nobody else who wants to create mayhem here on Earth." Pinkie said.

No one noticed that the raven slowly came inside and slowly walked towards the device. The girls were talking about different things, but the raven came closer. Suddenly, Fluttershy saw it.

"Look. A raven." She said.

The girls turned around and saw it. It was few inches from the device. It saw the girls looking at him. It cawed at them evilly and quickly grabbed the device with its beak.

"My magic device." Sci-Twi said.

"Come here!" Rainbow shouts.

Immediately, she tried to grab the raven to get the device back. The raven quickly flew to the side. Rainbow tried to grab the raven again and the raven dodged again. Then he flew in the air.

"AJ! Don't let it get away! Close the window!" Rainbow shouted.

Applejack quickly closed the window. The raven was still flying in the room.

"Here, birdie, birdie. We don't want to hurt you. We just want that device back." Pinkie said.

The raven dove and was about to attack Pinkie with its talons. Fluttershy quickly pushed Pinkie out of the way. The raven flew high again and flew out of the room into the halls.

"Come back, you feathered rat!" Rainbow shouted before she went fast after it.

She followed the raven as quickly as she could. The raven was very fast. Rainbow wished she could be as fast as that raven. Then it came to her. She looked at her geode that hung from her neck and touched it.

"Please, magic. Give me those superpony powers so I can catch that bird and bring back my friend's device." Rainbow said to herself.

She began to close her eyes while she ran. Suddenly, she felt her inner strength. She was famed for her loyalty and that gave her that strength. She began to glow and her ears changed into pony ears. Her hair forms a tail and she gained wings.

"Yes!" She said excited and flew straight towards the raven.

The raven looked behind him and then forward again. Then it looked back again with wide eyes. It saw the rainbow haired girl coming straight towards him. The raven flew as fast as it could. It flew past the students and so did Rainbow. The students cheered for her because they were used to the fact that six students had the ability to gain magical powers. The raven then flew into the cafetaria. It flew around and around trying to lose the flying girl. But she kept pursuing it. Suddenly she grabbed the raven by its talons. The bird flew aggressively and Rainbow couldn't hold it for long. They flew together into the kitchen. There, an elder, green skinned lady was preparing food for the party. The raven and Rainbow came inside the kitchen and accidentally pushed the elder lady making her drop the pot with food. They kept flying uncontrollably around the kitchen, making them drop lots of food and kitchen supplies. Then they flew out of the kitchen. The elder lady looked around and wasn't pleased. The whole kitchen is a mess.

"Why, that whippersnapper." the elder lady said.

Suddenly the raven dropped the device and tried to peck Rainbow. She tried to avoid its attacks, but suddenly it got free and quickly dove down to grab the device with its talons.

"Man, that's one tough bird." Rainbow said.

(Music from 1:13 to 1:43) They flew straight towards the entrance and got outside. Rainbow kept chasing the raven. The raven looked right in front of him and saw a bus stopping at the school. The raven smirked and flew straight towards it. Rainbow kept chasing it. And at the sudden moment when the bird almost hit the bus, it flew fast into the air. Rainbow looked up and wasn't watching where she was flying. When she looked straight forward again, it was already too late. She hit the bus very hard. There was a girl with green hair and headphones who heard something. She listened carefully. But then she shrugged and listened to her music again. Rainbow slowly slid down to the ground and became dizzy. She had a goofy grin on her face. Little ravens were flying around her head. Her friends came outside and saw the state that she was in.

"Oh my stars. Rainbow! Are you alright?" Rarity asked.

"Rainbow?" Applejack asked.

"Say something." Sunset said.

"Maybe this will help." Pinkie said and put a cupcake in front of her, but she still didn't react. "Okay, then we have to do this the hard way." she said and slapped Rainbow across the face.

"OW! Pinkie?!" Rainbow said while she shook her dizzy state.

"Sorry, Rainbow. Could have brought a bucket of water, but I couldn't find one." Pinkie said.

"Did you get my magic device?" Sci-Twi asked.

"Sorry, Twi. That devil bird escaped." Rainbow said while growling at the raven who was long gone.

"That raven didn't look friendly." Fluttershy said.

"It was very aggressive, and it was like it knew that I was going straight for it. I think it made me bump against the bus. I don't believe this. The bird flew straight towards the bus, flew fast upwards, and made me bump into it just to mock me." Rainbow said.

"Forgive me for being blunt, Rainbow, but I think you're giving that bird too much credit." Applejack said.

"Well, the common raven or Corvus Corax is known to be a very smart bird." Fluttershy said.

"But why would it steal my device?" Sci-Twi asked.

"Well, ravens are like pirates. They steal everything." Sunset said.

"Let's go back inside. There are lots of things to do." Applejack said.

Sunset placed her arm around Sci-Twi to comfort her. The girls all went back inside.

Friend or Foe

Nighttime, the Dazzlings returned to the fortress as planned and, this time, Sonata and Aria were carrying a ladder. They had to walk through a forest to get back to the fortress. Sonata felt a bit uncomfortable while she looked around.

"I don't like this. That fortress is giving me the creeps just like this forest. Before you know it, something will jump right in front of you to scare you or worse." Sonata said.

While they talked, some eyes opened in the darkness. It heard the noise and saw the girls.

"Well, if you see something, don't just stand there and talk about it. Just punch him in the face or something." Aria said.

The eyes kept looking at the girls and the figure smiled. Without the girls noticing it, the figure's tree roots appeared from the ground. When Aria and Sonata made contact with the roots, they fell to the ground and dropped the ladder.

"Hey, watch your feet, you clumsy clod!" Aria said.

"It wasn't me, it was the tree." Sonata said.

"Oh, of course. The tree was probably thinking: 'Hey, look. Some girls. I think I'm going to stick my roots from the ground so they...'" Aria said and then looked at the tree.

But she didn't expect the next thing, the roots were going back in the ground. Aria and Sonata saw that and they both looked at each other with fright.

"Let's get out of here." Aria said.

Suddenly, the tree branch began to form a hand and slapped the Aria and Sonata on their butts very hard.

"OW!" They both yelled and began to scream. "AAAAAH!"

They quickly grabbed the ladder and ran towards Adagio who was a few feet ahead of them.

"Adagio! Adagio!" Aria said.

"What is it?" Adagio asked.

"Maybe we shouldn't do this. I think this place is bewitched." Aria said.

"We're going inside whether you want to or not. And that's final." Adagio said.

But Adagio didn't notice that a tree branch that looked like a hand was trying to grab her. As she moved, the tree branch missed. Sonata and Aria saw that and became frightened. They want to tell her, but she made her point clear. After minutes of walking, they finally reach the fortress. They placed the ladder against the fortress wall and climbed on it. But suddenly, Adagio halted Sonata and Aria.

"Wait. You two wait here. I'm going to look to see what we're dealing with behind these walls." She said.

"Why can't we do that?" Sonata asked.

"Because I'm the smartest. That's why." Adagio said.

"And what do you mean by that?" Aria asked with a glare.

"You know very well what I mean. Now stay here until I say you can come." Adagio said.

She climbed up the ladder and reached the top of the wall. Her head appeared above the wall and looked around. She then looked to her friends.

"You can come up. I think you need to see this. And don't make any noise." Adagio said.

Sonata and Aria climbed up the ladder. Adagio helped them to grab the wall and watch the courtyard. They saw a gallows in the center, a group of the monstrous creatures they saw earlier guarding the door and soldiers with helmets armed with bow and arrow that were walking on the fortress walls.

"This place sure is highly secured. And the guards look real tight. We need to get inside that fortress without them seeing us." Adagio said.

"And how are we gonna do that?" Aria asked.

"Follow me." Adagio said.

She took one step and walked on the wall. The others did the same. Suddenly, Aria accidentally made some chunk from the wall fall to the ground. She heard it and ran towards her friends. The soldiers with bow and arrow heard it and looked around. The Dazzlings landed on the ground and were hiding somewhere in the courtyard against a wall. Two monstrous guards walked by and looked around. The Dazzlings were very quiet.

"Why are we even guarding this place? No one is going to come here." One of the guards said.

"The mistress said we have to guard this place no matter what the cost." The other guard said.

They walked further. It was a relief for the Dazzlings.

"Great. Now what?" Aria asked.

Adagio looked around and saw something that gave her an idea. A window. It might be a bit small, but it looks like it's big enough to get through.

"This way." Adagio said.

They walked towards the window without anyone seeing them. It was a little high to reach, but that wasn't a problem for her.

"Okay, give me a leg up." Adagio said.

Aria placed her hands together and Adagio placed her foot on them. Aria pushed her up and grabbed the window. To her luck, the window is open. She opened it a little more and looked inside. There seems to be no one inside.

"Hurry up, Adagio. I can't hold it much longer." Aria said while struggling to keep her up.

"Just a moment. Push me a little more." Adagio said.

Aria pushed one more time and Adagio climbed inside. But suddenly, she couldn't get any further. Because she had one little problem.

"Aria. I'm stuck." Adagio said.

Outside, Aria snickered in enjoyment. The only thing that prevented Adagio to go any further...was her butt.

"And they say I have a big one." Aria said.

"I heard that. Help me. Push me inside." Adagio said.

Aria sighed and looked at Sonata.

"Hold your hands together, Sonata." Aria said.

Sonata held her hands together and Aria placed her foot on them.

"Can you push me up?" Aria asked.

"I think so." Sonata said.

She pushed Aria up, so she can reach Adagio.

"I'm here." Aria said.

"Okay, now push me." Adagio said.

"This is going to be fun." Aria said with a grin.

She spit in her hands and clapped them together. Then she began to push Adagio.

"Be gentle, Aria." Adagio said.

"You mean like this?" Aria asked while pushing her softly.

"You gotta put more effort than that." Adagio said.

"Like this?" Aria said while she pushed her more aggresively.

With that, Adagio fell on the floor. Aria went through the window with no problem. She reached out her hands and Sonata grabbed them and they both went inside the fortress. Meanwhile, a guard was walking outside. He thought he heard something and looked around. But then he shrugged and walked further. Now that Aria and Sonata are also in the fortress, they helped Adagio stand on her feet.

"Will you warn me in the first place before you do that?" Adagio said to Aria.

"What? You said I had to push." Aria said.

"You did that on purpose." Adagio said with a glare.

"Maybe." Aria said with a small grin.

Adagio rolled her eyes and looked at her surroundings. They were in some kind of great hall. Sonata still felt uncomfortable about the place. They walked further and had to look around if there wasn't anyone there. While they walked, the thunder could be heard outside. They swore they could hear past echoes of a witch's cackle. They also seem to hear scary voices whispering to them like they were ghosts.

(music stops at 1:00)

"Ooooooooooh." said one of the ghost-like voices.

"Go back. Go back." Another one said with a deep scary voice.

"Stay out." Another one said with a loud whisper.

"Does anyone else hear that or is it just me?" Aria asked.

"I hear them too." Sonata said.

"It sounds like a warning, but that won't stop us from going any further." Adagio said

She saw some stained glass windows, and they all contained strange people they never saw before. The figures looked quite menacing. Three of them contained the same three strangers they saw in the café. There is one person on the stained glass windows that Adagio could relate to in some way. It was a tall, slender, beautiful, pale green-skinned woman with a narrow face and a prominent chin. She has yellow eyes and black horns which could possibly be some kind of headdress. She is clad in a black-and-purple robe with bat wing-like edges, underneath her robe she wears a dress with the same color pallet but with some red instead of purple, and wears a gold ring with a large mysterious circular black stone in it. She carries a staff with a glowing green orb at the tip. Adagio kept looking at the window before she went further. While they walked around in the fortress, they saw other ominous things like statues of dragons, monsters, demons, gargoyles and other things. After minutes of walking, they suddenly heard something. Voices. And they came from a door. The Dazzlings went to the door. Adagio placed her ear against the door and listened to the voices. Adagio turned her head to her friends and hushed them.

"Shhhh." Adagio said.

Slowly, she opened the door without making any noise. She peeked through the door and saw a lot of people. The three people that came in the café were there too. But there was also an icily beautiful woman with a serene, unfeeling face and a slender figure. She has pale skin, long raven black hair, green eyes, red lips and seemingly penciled-on eyebrows. She wore a purple gown with long sleeves and a red rope belt tied around her waist, a black balaclava that covers her ears, neck and hair, leaving her face exposed, a long black cloak that appears to be part of the cowl. The cloak was lined with red inside and the bottom of the cloak is lined with white fur. She had a high white collar attached to her cloak. She also wore a golden pendant that seems to connect with the collar. She also wore orange-yellow high-heel pumps. And as final touch, she wore a golden crown atop her head with 5 spikes on the front and a jewel on the tip of the middle and tallest spike.

Another person was a thin man with long black hair, a large hooked nose, a thin black mustache that angles upward sharply, and a large chin. He wore a frilly white cravat underneath a crimson coat with gold lining and crimson cuffs. Each of these cuffs sports 2 gold cufflinks. He also wore an orange sash over his right shoulder that holds his sword scabbard at his left hip. He wore rose pants and white knee-high socks, as well as black boots with a pink circle decorating each one. The tongues of his boots were enormous, reaching halfway up his shins. He wore a large crimson hat with a huge lavender feather stuck in it. He carried a rapier with a gold hilt and guard as a weapon. He had a steel hook on his left hand.

There was also a plump light lavender-skinned, white-haired female human with a seashell for a necklace and from the waist down, she had black octopus-like tentacles. And there was also some kind of large grey or green burlap sack with stumpy legs and fingerless arms. His eyes were hollow. The tip of his head extended outwards and flopped down. What the Dazzlings also didn't expect to see was a lion. A slender lion with brownish-orange fur and a black mane. He also had a scar on his left eye. There was also a dark-skinned man who's tall, skinny and mustached. He wore a top hat with a purple feather in it and a skull and crossbones on it. He also wore a necklace with two crocodile teeth and a dark maroon undertaker tailcoat and black pants, white spats over black shoes, a purple vest under his coat that doesn't entirely cover his midriff, and a red cummerbund. He wielded a cane with a purple globe on top. Further, there was a blue-gray humanoid with flaming blue hair, wearing a black robe and a smoky base. He had yellow eyes and sharp teeth. And there was an aging man defined by his wrinkled, care-worn face and thinning white hair. He's dressed in black robes, a purple and black striped hat with a red ribbon attached to the bottom, and shoulder pads with red and black stripes. He also wore rings on his fingers, two on the right and one on the left, with the jewels colored red, green, and blue. There was another man with a brown akubra hat with white crocodile teeth in its dark brown leather band decorated with a rare golden eagle feather. Around his neck is a dark gray backwards facing bandanna. He wears a brown vest over his cream shirt. And there was also a wolf. A humanoid wolf with a top hat and red pants.

All the people were eating, drinking, and minding their own business. The woman with the crown kept staring at a mirror, the woman with tentacles was eating shrimps who were afraid of her. The Dazzlings were slowly coming out and were quickly hiding behind a large treasure chest not far away from the door. They slowly closed the door and kept staring at the strange figures.

"Uh, why is it taking so long? That feathered rat of hers should be here any minute. Why isn't it here yet?" the man with the blue fire hair asked.

"A little patience, Hades. We're not doing anything until she says so." The man with the snake staff said.

"Everything would have been easier if I am in charge. Just send Cerberus, the River Guardian or even the Hydra on this magic source and it'll be as good as ours. Easy peasy." The man known as Hades said.

"Magic source?" Adagio whispered to her friends.

"Please, you've tried that in your own world and they were all beaten by a hunk of a man with god-like powers." Cruella said.

"Grrr. Well, it could work this time, because this world has no men with god-like powers." Hades said.

Adagio kept listening to their conversation.

"Well, whatever this magic source is, it better be worth it. Oh, what I could do with powerful magic. I could easily rule this world, take the light and turn it into the night of the ocean." The woman with tentacles said while smiling on the thought.

"If I heard her correctly, the source of magic is possibly located in a school." The lion said.

"Hah, a school. I stayed in a school through third grade." The man with the akubra hat said while throwing knives at a dartboard.

"Have any of you heard that it's Halloween within two days?" The man with the snake staff said.

"Know that's my specialty. Oh, how I love to play with lives on that day." The living burlap sack said.

"Ah, Halloween. The perfect night of the year." Cruella said while her fur coat was wrapped around the man with the hook. He was not completely amused by it. "All treats and no TRICKS. If this were my world, I'd run things differently."

"Add a splash of evil?" The woman with tentacles said.

"Pillage and plunder?" The man with the hook said.

"Blah, blah, blah. It's all talk and no play. Didn't you remember the last time we all tried those things? It's always the same thing. The heroes win and we lose. What a bunch of dull villains." The humanoid wolf said.

"Well, once we're sure about the location of this magic source, we will be ready. I have a plan, but we need to wait until the right moment. Hahaha." The man with the snake staff said.

The villains became excited by listening to him.

Adagio, Aria and Sonata kept listening.

"A magic source? At a school? You don't think that..." Aria whispered.

"Yes. I think I know of what these people are speaking. Or WHO." Adagio whispered.

They kept staring and listening to them, but they were unaware of the approaching danger. Behind their back, something moved in the shadows. Yellow eyes stared down at them. Soon the creature came out of the shadows and it appeared to be a snake. It smacked its lips and smiled. It, first, looked at its fellow villains before it went close to the three girls.

"Sssssay now. What do we have here? Hm, hm, hm." The snake said.

The girls heard that and turned around quickly. They all gasped, because they didn't expect that a snake would find them, especially one who talks. They just sat there while the snake looked them over.

"Three man cubs. Three DELICIOUS man cubs." The snake said sinisterly.

"We...We are not man cubs. We're..." Aria said.

But Adagio covered her mouth.

"We're visitors. We're just looking around and lost our way. Haha." Adagio said nervously.

"Are you losssssst?" The snake asked.

"Yes, we're lost. I think it's best if we went further to look. And if anyone else asks, you didn't see us." Sonata said.

But the snake stopped them in their tracks.

"Oh, but you can't leave. Not before you've met my friendsssssssss." The snake said.

Without the girls noticing, the snake quickly wrapped its coils around them. The girls were now trapped and struggled to get free. And suddenly, the snake threw them to the middle of the chamber. The girls fell to the ground and the villains saw them. The snake slithered towards them.

"My friendsssss. We have some visitorsssss." the snake said.

The villains looked angry at the girls who were lying on the ground. The living burlap sack looked at the girls with a smile.

"My. My. What have we here?" He said while elbowing the handsome looking man.

He spit some bugs from his mouth on his fingerless hand and puts them over his head.

"Well, well, well. What do we have here?" The dark-skinned man said.

"Intruders." The man with the hook said.

"Spies!" the aged man said.

"We're not spies." Adagio said.

"Oh no? Then why were you hiding behind that chessssst and listening to our conversationsssss?" the snake asked.

Adagio became unaware when the shadow of the dark-skinned man began to move. It went behind her and stood like a footstool. Adagio tripped and fell to the ground. The shadow laughed. The man with the snake staff approached the girls and looked at them.

"I know you. You are those girls I saw in the café." He said.

"You lead them here?" The aged man asked.

"I didn't know we were followed." the man with the snake staff said.

"Really? You, the grand vizier of Agrabah and most powerful sorcerer, didn't know you were followed by three little girls? Three little lassies. Three little bluebirds." Hades said while looking at their bodies.

"Who are you and what are you doing here?" the man with the snake staff asked.

"Nothing." Aria said.

"It doesn't look like you're doing nothing. What do you think they're doing here, Ursula?" The lion asked.

"They look pretty delicious to me. Can I eat them?" The wolf asked.

"Leave some for me, you glutton." The snake said.

"Big Bad! Shut. Your mouth." The man with the akubra hat said.

The Dazzlings kept looking at the villains who surrounded them.

"Looks like they're trespassing to me." The woman with tentacles named Ursula said.

"And what do we do with trespassers? Tell them, Queen." The man with the snake staff said.

"We...KILL them!" The queen said and prepared her magic.

The man with the hook prepared his rapier, the dark-skinned man his cane and had some kind of powder in his hand, the man with the akubra hat his gun, the aged man his sword, Cruella her small handgun, the snake also prepared itself for the attack, Hades hands were engulfed in flames, the living burlap sack was holding a pair of dice in his fingerless hand, Ursula also prepared some magic and her tentacles, the handsome looking man his sword, the lion his claws, the Big Bad Wolf prepared his claws and his tongue was sticking out and the man with the snake staff prepared his snake staff. The Dazzlings looked at them in shock thinking their lives would be over.

"Coming here was a big mistake." The man with the snake staff said.

They were about to strike them until...

"STOP!" said a loud voice.

The villains turned around to find the source of the voice. It belonged to a female. She stepped out of the darkness. Adagio recognised her from one of the stained glass windows. It was the green skinned woman with horns. She didn't look very amused.

"What's going on here? Can't I have some rest?" The woman said.

"Maleficent. We gained some visitors." The man with the snake staff said.

"Visitors. Who would be so bold as to enter MY domain? Spies? Thieves? Assassins?" The woman named Maleficent asked.

"Three girls, Your Evilness." The handsome looking man said.

"Three girls?" Maleficent asked.

"I saw them in a café, but it seems they followed us and listened to our plans. Kaa found them hiding behind a treasure chest." The man with the snake staff said.

Maleficent walked towards the three girls and looked at them. Sonata became a bit scared by her appearance.

"Well, don't just stand there. Search them. Every crack and every crevice." Maleficent said.

The villains grabbed them by their arms and began to search through their clothes.

"Hey, let go." Aria said while trying to struggle.

Sonata was being searched by the Big Bad Wolf. He even searched in her cleavage.

"Oh." Sonata said.

"What? She said every crack and every crevice." Big Bad Wolf said.

Suddenly, he felt something and took it out. Whatever it was, it was wrapped in foil. He opened it and it revealed to be a taco.

"Please, be careful with that. It's one of my spares." Sonata said.

Big Bad sniffed at it and bit a piece of it. His eyes went wide and he took another bite.

"Mmmm. Delicious. It tastes like pig. My favorite." He said.

"Oh. Can I try too?" The snake known as Kaa asked.

Big Bad gave him the taco. Kaa took a big bite and his eyes widened too.

"Mmm. A bit spicy, but magnificent." Kaa said.

During that time, the man with the hook was searching Adagio. Suddenly, he found something. A big piece of shattered gem. He looked at it.

"Hey, that's mine!" Adagio said.

But the man aimed his hook at her.

"What is this?" The man asked.

"None of your business." Adagio said.

"You better tell it, my dear. Or do you want to walk the plank?" He said.

"Let me see." The man with the snake staff said before he grabbed it from the man with the hook. He looked at it closely. "Hm. It looks like some sort of gem."

"It is? Then it must be worth a lot of money." The man with the hook said.

"It looks like it's shattered."

"Blast." The man with the hook said with an unamused look.

Suddenly, a caw could be heard. Maleficent brought her attention to it. From the window, a black raven arrived. He held something in his talons, and it immediately caught Maleficent's interest. A pendant-like device.

"You're back already?" Maleficent asked.

The raven gave Maleficent the device. She held it in her hand while the raven landed on her staff.

"What is this?" She asked.

The raven flew to her shoulder, and its beak came close to her ear. Maleficent gets the idea.

"Excuse me for a minute." She said to the other villains.

She walked away from them. Adagio looked at Maleficent an her raven. It almost looks like the raven was talking to her in some way. He only cawed, but Maleficent seems to understand him.

"You did? My, my. That is something." Maleficent said.

She walked towards the table and her staff began to glow green. Suddenly, some kind of holograms were shown.

"Are those the ones who troubled you?" Maleficent asked.

The raven cawed like it was saying 'yes'. The holograms shown were of seven girls. They were exactly how the Magic Mirror described them. Adagio saw the holograms and her eyes went wide.

"What do we do with these girls?" The handsome looking man asked.

"Lock them up. I'll deal with them later." Maleficent said.

The villains were about to take them to the dungeon, but Adagio struggled to get free.

"Wait. Wait!" Adagio said and suddenly she got free and ran towards the table. "Girls! It's them! The Rainbooms."

Maleficent's eyes went wide by her.

"Do you know these girls?" Maleficent asked.

"You bet we do! It's their fault we have to survive!" Aria said.

The man with the snake staff went towards Maleficent.

"One of them had this." He gave her the shattered piece of red gem.

"Thank you, Jafar." Maleficent said while grabbing the gem. She looked at the girls again. "Who are you?"

"My name is Adagio Dazzle. These are my friends Aria Blaze and Sonata Dusk. We're Sirens from a world known as Equestria. We were feared and respected until we were banished to this place by a foolish unicorn pony." Adagio explained.

"HAHAHAHAHA! A pony?! You girls are too much." The living burlap sack laughed.

"It's the truth." Adagio said.

"Haha! Banished by a pony? That's really low even for me." Hades said.

"Quiet, you two." Maleficent said to them, making the two villains be quiet. She turned her attention back to Adagio. "Look me in the eyes, child."

Adagio and Maleficent both looked at each other for a few minutes. Maleficent's eyes went wide.

"You're not lying. So you three come from another world." Maleficent said.

"It's ruled by ponies and other mythical creatures. But it definitely has some powerful magic there. You can be sure of that." Sonata stupidly said.

"Quiet." Aria said while covering Sonata's mouth.

"Powerful magic, you say. How delightful? And where can we find this Equestria?" Maleficent asked.

"Those girls know. Two of them are from Equestria and that dog too." Adagio said while pointing to the holograms.

"And what is this?" Maleficent asked while showing the gem.

"It's a piece of my pendant. We all have one. They were very important to us. We sing to control people and make them do what we want. But to maintain that power, we need to feed off the negative energy of other beings. The more energy we absorb, the stronger we become. Normally back in Equestria, the gems were a living part of our body. But now that we're banished, they appear as this. We went to the Canterlot High School because we discovered there was Equestrian magic there. We almost got the world in our hands, but those girls ruined it and destroyed our pendants." Adagio said.

Aria and Sonata also brought out their pieces of the pendants.

"Yeah, they used some giant alicorn and shot a rainbow at us." Sonata said.

"And what is an alicorn?" Maleficent asked.

"A pony with both wings and a horn." Sonata said.

Maleficent's eyes went wide and remembered the giant alicorn.

"That thing defeated you that day?" Maleficent asked.

"Yep." Sonata said.

Maleficent began to smile at the girls.

"I think we have something in common, Adagio." Maleficent said.

"We do?" Adagio asked with a raised eye-brow.

"Yes. We desire ultimate power. But we were all defeated by our dreadful enemies and forced to live a miserable life." Maleficent said.

"Who are you guys?" Adagio asked.

"Why, I am Maleficent. An evil fairy. I possess more power than anyone could ever imagine." Maleficent introduced herself.

"Allow me to introduce myself. I am Jafar. The most powerful sorcerer in the world. And these are our friends." The man known as Jafar said.

"Ursula."

"Percival C. McLeach. Master Poacher."

"Cruella De Vil."

"Ladies! Enchanté." The dark-skinned man extended his hand towards Sonata while she shook it. "A tip of the hat from Dr. Facilier aka The Shadow Man." He gave her his card.

"Captain James Hook."

"Mr. Oogie Boogie is the name and gambling and cheating is my game."

"Hades. Lord of the Underworld. Ya-da-ya-da. How are you doing?" Hades said with a smile while extending his hand to Aria. Aria gave him an eye-brow.

"Scar."

"Kaa."

"Prince Hans of the Southern Isles." He said and kissed Adagio's hand.

"My friends call me Midas, but you can call me the Big Bad Wolf."

"Judge Claude Frollo and this is Queen Grimhilde aka The Evil Queen." Frollo said.

"Charmed. I'm sure." The Evil Queen said.

"So what are you? Villains?" Aria asked.

"Cccccccertainly." Kaa said while he came closer to Aria.

"We all came from different worlds. But we were driven by our enemies and forced to live in this world." Jafar said.

"You come from other worlds too?" Aria asked.

"We sure do, my little bird." Hades said.

"I am not your little bird." Aria said through gritted teeth.

"They even took all of my lovely fur coats. Except some that I saved myself." Cruella said.

"Your fur coats? Really?" Aria asked.

"Ah, my only love, darling. I adore fur. I live for fur." Cruella said while holding her own fur coat to her face. "After all, is there any woman in this wretched world who doesn't?"

"I can think of a few." Aria said silently.

"What did you say?" Cruella asked.

"N-Nothing." Aria said.

"I was suppose to be the fairest in the land. But that title went to that innocent little brat of a stepdaughter." The queen said.

"And I could have won a lot of money with that golden eagle if those mice and that boy didn't stand in my way." McLeach said angrily.

"And I could have had pigs for dinner, but, oh no, one of them had a house of bricks and is smarter than the other two." Big Bad Wolf said.

"And these days, my bandits have to steal things for us. I hoped they scored pretty good." Jafar said.

"Eating pigs. Fur coats. What's the matter with all of you?! People used to cower at the mention of our names! For many years, I have searched for a way to make us rule the entire universe. For many years, they robbed us from our revenge. Revenge on Snow White and her horrible little men." Maleficent said while pointing at the Evil Queen.

"Ow." The queen said.

"Revenge on Aladdin and his miserable Genie."

"I'm going to...!" Jafar said angrily while he held his staff ready.

"Easy." Hans tried to calm him down.

"Revenge on every sneaky little dalmatian that escaped YOUR clutches." Maleficent said while pointing to Cruella.

Cruella grabbed one of her fur coats.

"Oh, but they didn't get 'baby'." She pressed somewhere on her fur coat and it made a squeaky sound. "They didn't- HAHA! They didn't get the baby!" Cruella said while laughing.

Adagio raised an eyebrow when she heard that. Sonata became a bit uncomfortable of what Cruella said.

"And Hook. Must I go further?" Maleficent asked.

Captain hook became a little depressed and hold his hook. It's like he knew exactly what she meant.

"And me. The mistress of all evil. Longing to have my revenge on Princess Aurora and her relentless little prince." Maleficent said.

Adagio heard everything she said.

"I guess we do have things in common. We do desire revenge on those rainbooms." Adagio said.

Maleficent smiled at her.

"You're like the daughter I never had. I think we can help each other. We can help you with what you most desire. We would like to make you a ruler of the universe." Maleficent said.

Adagio smiled by this.

"Villains!" Maleficent called.

"Yes?" They all said.

"Yes?" Sonata said.

"The time of waiting is over. It's time for action. We are going to take over that school and help our new friends teach these Rainbooms a lesson." Maleficent said while she wrapped her arm around Adagio's shoulder.

"You need to be careful. Those rainblossoms are tougher than you think they are." Aria said.

"Pfrt. You're speaking like they're invincible. They got to have a weakness, because everybody's got a weakness." Hades said and suddenly conjured various things in his hand while he spoke. "But what? Pandora, it was the box thing. Achilles, it was his heel. For the Trojans, hey, they bet on the wrong horse, okay?"

"Maybe the mirror will know?" The queen said.

Adagio noticed the face on the mirror.

"A mirror that knows and sees everything. How about that?" Adagio said with a smile.

"Magic Mirror on the wall. Tell us the weakness of those you call fairest of them all." The queen said.

The face on the mirror closed his eyes first and opened them again.

"Alas, my liege, that I cannot do. I have no power save answers true." The mirror said.

"Huh? You dare defy your queen?!" The queen shouted and was about to throw a potion at the mirror.

"Wait. Queen, is it? Can the mirror show images of the Rainbooms' actions? Can you try that? Maybe you can learn more about them that way." Adagio asked.

"Hm. Magic Mirror, show us images of these Rainbooms." The queen said.

The face of the mirror disappeard and in it's place came images of the Rainbooms. It showed the villains what they all can do, their fighting styles, their talents and so on. It then showed some images of them sharing the happiest moments. The villains kept studying them. Hades saw an image of Rainbow fighting a monstrous plant in her anthro form.

"That little squirt. Taking down that monster plant. Who'd have thought it?" Hades said.

"That is some rare magic indeed. The child's strength is not her own." Jafar said.

"Why don't we turn her into something monstrous like a Heartless perhaps. HAHA! That would settle things quick enough." Ursula said.

"And the brat's friends also have magical powers. Swoggle me eyes! They're all bilge rats by the look of them." Hook said while watching a moment where the girls hugged each other.

"You're no prize yourself. HAHAHAHAHA!" Oogie laughed.

"Shut up!" Hook yelled while pointing his hook at Oogie.

"Enough!" Maleficent said. "These girls sure are special. Will they have the power to conquer the darkness? Or will the darkness swallow them. Either way, they could be quite useful." She began to smile.

"So what do we do?" Big Bad Wolf asked.

"What do you think we should do? We're going to that school and strip those girls from their magic. With that magic, we can rule both this world and this Equestria." Maleficent said before she looked at the strange device she gained from her raven. "And I think this device might be the solution."

"You all sound so sure of yourselves. Be careful, these girls are no pushovers, I give them that." Adagio said.

"That's because they never met the likes of us, sweet cakes. We could easily steal their voices." Ursula said.

"Hypnotize them." Kaa said.

"Feed them to the sharks." Hook said.

"Or maybe just kill them and send them to my realm. I could use that kind of company." Hades said.

"I kinda like your styles. But with our pendants destroyed, I'm afraid we can't be of any help." Adagio said.

"Don't worry, child. That problem is solved before you know it." Maleficent said.

Her staff began to glow and the pieces of gems came to her. She begant to focus her magic on the shards and all of a sudden the shards fit perfectly together like a puzzle. The three gems were complete. The Dazzlings were truly amazed by that.

"They're...They're fixed. We can use them again." Adagio said with a smile.

"Hold on. Before you can have them back, we first need some protection for these gems to make sure they're not shattered again. Doc!" Maleficent called.

"Yes, mistress." A voice said.

It belonged to a man in a lab coat. He looked pretty creepy. He wore gloves. He had a moustache, a beard and four teeth.

"Help me with these gems to protect them from harm. I shall cast a spell on them, but I also need your scientific geniusness to do it." Maleficent said.

"I will. I take them to the lab immediatly." The doctor said.

Maleficent brought her attention back to the girls.

"Your pendants will be ready soon and better than ever." Maleficent said.

"Thank you." Adagio said.

"Our time has finally come, my frightful friends. It reminds me of the good ol' days. Remember, when we were spreading evil and ruining lifes?" Maleficent asked her fellow villains.

"Like it was yesterday." The queen said.

"Now, we're going to bring those days to this world and we will help the Dazzlings to rule with us. By doing exactly as I tell you." Maleficent said.

The Dazzlings nodded.

"Now. The first thing we need to do is to find out more about the school and find things that we could use to our advantage. We need people in disguise for this mission." Maleficent said.

"I can do that. I'm sure those people won't see through my disguises." Big Bad Wolf said.

"Hey. I can transform myself in a lovely brunette. I'll play along." Ursula said.

"But don't you need someone elssssse's voiccccce to make yourssssss sound different?" Kaa asked.

"Silence, Kaa, or I'll turn you into a polyp." Ursula said.

"That's two. But I think three will be better. Queen? Do you think you can get into that school with no problem?" Maleficent asked.

"Do it? I would love to." The queen said and brought out a goblet with green, bubbling liquid in it.

"And no killing unless I say so." Maleficent said.

"Yes. yes." The queen said.

Suddenly, the queen began to drink the entire goblet empty. She turned to her mirror.

(Music from 2:35 to 2:45)

"Magic mirror on the wall." She said.

Suddenly, there was a flash of light and other stuff happening with a loud noise. The villains and the Dazzlings saw it all happen. The flash of light disappeared. Sonata suddenly became frightened of what she saw and began to hide behind Adagio. Adagio and Aria were also a bit shocked of what they saw.

"With this disguise I'll fool them all! HAHAHA!" The voice of the queen seemed to have changed and began to cackle in a creepy way.

Adagio didn't know exactly what to think about it, but she liked it. A devious smile began to grow on her.

Strange Visitors - Part 1

Another beautiful morning has started at CHS. All the students arrived to help further the preparations for the party. Applejack and Granny Smith were preparing the food. Rainbow and some other students practiced scaring other students (especially the little ones) just for fun. Rarity was busy creating fabulous costumes for her friends. Pinkie carved pumpkins, and helped with the decorations along with other students.

Many of the students were in the gym room. Piece by piece, the room became both pretty and scary. Even Sunset and Sci-Twi helped. Sci-Twi (or the human Twilight Sparkle as we like to call her) became more comfortable using her magic since the events at Camp Everfree. She used it to put up some streamers on the ceiling. She wore the ponytail that she wore during her time at camp.

"Hm. Seems like you're getting more used to this." Sunset smiled by which Sci-Twi smiled back. "Still afraid that SHE is going to take over again?"

"No. I'm in complete charge." Sci-Twi said.

"How are you able to keep her under control?" Sunset asked.

"Well...I went into therapy once." Sci-Twi said.

A flashback was shown with Sci-Twi lying on a couch with her eyes closed. Suddenly, they opened and she breathed very heavily.

"And then I wake up in cold sweat." Twilight said.

A therapist was drawing a picture of Sci-Twi with her head looking like a screw that's getting loose from her body. "Do you have this dream often?"

"A few times. And every day it gets worse." Sci-Twi said.

"You really care about your new friends at school, do you." The therapist said.

"They're so special. But how can I be with them when I have Midnight Sparkle inside me? I want to be perfect for them." Sci-Twi said with a look of despair.

"Perfect? Nobody is perfect, Twilight." The therapist raised from her chair and circled around Sci-Twi. "You need to understand that Midnight Sparkle is a representation of the uninhibited, hedonistic id. She's not a real person."

"Midnight is real. Well, she was real. She tries to take control of me sometimes." Sci-Twi said.

Suddenly, Sci-Twi heard something in her head. A voice whispered her name.

"Twilight." said the voice.

"You will never learn to control her until you accept the fact that she is a part of you." The therapist said.

But suddenly, Sci-Twi rises from the couch and had a devilish look on her face. She also gained some blue flames around her eyes.

"That's right." Sci-Twi said evilly as the therapist looked at her. "The best part. And another thing, you think with all those diplomas on your wall that you can contain me? There's nothing that can stop me from grabbing all the magic, you fool."

"Shut up, you...um." the therapist said in an angry voice before she was thinking what else she's going to say.

Suddenly, Sci-Twi shook her head. The voice laughed in her mind. The blue flames around her eyes disappeared. She and the therapist didn't know what to say.

"Was...was that her?" The therapist asked.

"I think it was." Sci-Twi said.

"Sorry."

"It's gotten a little out of control."

"Sit down." The therapist said and Sci-Twi sat. "Look, we all got a little Midnight inside us. But we can't let her rule our lives. You're in charge, Twilight. Can you say that for me?"

"Yes. I'm in charge."

"Can't hear you."

"I'm in charge." Sci-Twi said a little louder.

"Can't hear you!"

"I'M IN CHARGE!" Sci-Twi said loudly.

When she heard herself speak so loud, she covered her mouth with her hands in embarrassment. The therapist smiled.

"Yeah. Twilight's in charge. I'm in charge." Sci-Twi said with hope in her voice.

The flashback ended.

"Really? Is that how it happened?" Sunset asked with a smile.

Suddenly, a woman with dark blue hair appeared to look at the decorations. The whole room was filled with pumpkins, skeletons, ghosts, and other scary stuff.

"Sunset. Twilight. It's magnificent. Good work." She said.

"Thank you, vice principal Luna. We've done our very best." Sunset said.

"I believe you. Keep up the good work." Vice principal Luna said.

"We will. We'll make this the best Halloween/Nightmare Night party ever." Sunset said.

Luna walked further to check on the rest of the preparations. Sci-Twi looked around.

"We know what the rest of our friends are doing, but where's Fluttershy?" She asked.

"You know her. She's mostly spending some time with her animal friends." Sunset said.

"Does she want to come to the party?" Sci-Twi asked.

"She's still thinking. Give her some time and it'll come out eventually." Sunset said.

And Sunset was right, Fluttershy was indeed spending some time with her animal friends somewhere on the school ground. She loves to bring her animals to school as long as anyone else didn't find out. There were two bunnies, a cat, a puppy, a hamster, and a few birds. She petted them, gave them food, even talked to them.

"Would you like another carrot, Mr. bunny?" She asked.

The bunny nodded with delight. So Fluttershy gave it another carrot.

"Here you go." She said.

But she didn't notice that someone walked behind a tree. Looking at her. The person began to walk to her. Slowly.

Suddenly, while Fluttershy was busy with her animals, a large shadow loomed over her. The animals saw who the shadow belonged to. They became frightened, and immediately ran away. It wasn't long until Fluttershy also felt that someone was behind her. She became a little angry.

"Rainbow. If you trying to scare me again, then it won't work. I'm going to te.."

But when she turned around, her anger disappeared and gasped in fright. For the person that was behind her wasn't Rainbow. She stood in the shadow of an ugly, scary looking, old peddler. She had long, tangled white hair, thick eyebrows, green eyes and dark rings around her eyes. Her nose was long and crooked with a large wart, and she only has one visible tooth on her bottom jaw. Her hands were gnarled and have pointed, dirty fingernails. She donned a black, cowled robe that retained the hanging sleeves of her gown. She also seemed to wear gray slippers. And she also carried a basket with different kinds of apples.

(Music at 1:05)

The old woman looked at the girl with a creepy smile. Suddenly, she chuckled a little bit.

"All alone, my pet?" The old woman asked.

The pink haired girl slowly stood on her feet, and kept staring at the old woman. "Well, no-not exactly."

"Don't...you have any friends around here?" The old woman said while she looked around.

"Oh, yes, I do. They're preparing for the Halloween party for tomorrow night. I was just here spending some time with my animal friends...who you accidentally scared away."

"Oh. My apologies, dearie. I didn't mean to frighten anyone. I didn't scare you, did I?"

"N-no. Not at all. I was just a little startled." Fluttershy said uncomfortably.

"Mhm." The old woman suddenly sniffed something. "Is someone makin' pies?"

"Yes, pumpkin pies. Applejack and her grandmother are baking them." Fluttershy said with a smile.

"It's apple pies that make the people these days mouth water." Suddenly she grabbed a red apple from her basket. "Pies made from apples. Like these." She chuckled.

The bunnies, cat, puppy, and hamster were looking at the two from behind a wall in curiosity.

"Oh my. It sure looks delicious." Fluttershy said.

"Yes. But wait till you taste one, dearie. Hm, hm, hm, hm." The old woman chuckled.

The birds that were normally with Fluttershy looked at them from a tree, they turned around and all of a sudden saw two creepy looking vultures. The birds of prey looked at each other before they smiled towards them. Fluttershy's birds became uncomfortable. They never saw vultures in these parts. They chirped and tweeted towards each other and looked back towards Fluttershy and the old woman. Something wasn't right.

"Like to try one, hm?" The old woman asked. "Go on. Go on, have a bite."

The old woman gave the apple and Fluttershy was slowly trying to grab it. The birds saw that and knew something wasn't right about all this. In a dash, they flew towards the old woman and attacked her by pecking her. The other animals began to attack her too. The old woman was trying to protect herself by putting her arms in front of her face.

"Ah! Oh! Oh! No! Not again! OH!" She yelled.

Fluttershy gasped and flailed with her arms to get the animals away from her. "Stop it! Stop it! Go away. You should be ashamed of yourselves. Hurting a poor old lady."

The birds quickly flew back in the tree. The other animals also ran back behind the school wall.

The old lady quickly grabbed her basket, and, without delay, got the red apple that she dropped when the animals began to attack. She rubbed it and muttered something to herself. Suddenly, she felt hands on her shoulder and gasped a little.

"Oh dear. I'm so sorry. They didn't mean to. I've never seen them do anything like that." Fluttershy said.

The kind girl however didn't notice that the old lady was grinning in an evil kind of way. Suddenly, she began to moan loudly and held her hand towards her chest.

"OOOOOH! My heart. Oh. My poor old heart." She faked.

"Oh my. Come with me, ma'am." Fluttershy said.

"Please, take me into the school and let me rest. A drink of water. Please." The old lady said.

Fluttershy looked after the old lady and brought her inside the school. The animals appeared again from their hiding spots, worried about their owner.

In the kitchen, Applejack and her Granny Smith were cooking the food for the party. They've already prepared a few pumpkin pies, pumpkin soup, and some other stuff. They kept cooking until they had enough for everyone.

"Applejack? Would you be a dear and go get some more apples, cider, and pumpkins, please?" Granny asked.

"Coming right up." Applejack said.

But before she went to the storeroom, the door of the kitchen went open, and a boy with a moustache entered.

"Applejack. Granny Smith. Have you got any grease?" The boy asked.

"We sure do, youngun'." Granny said.

Then the boy ripped off his shirt revealing his sixpack.

"THEN GREASE ME UP, WOMAN!" The boy shouted.

Applejack and Granny's eyes went wide when they saw that.

"Okey dokey." Granny said with her eyes still wide.

Applejack raised an eyebrow by that and went to the storeroom. There she began to grab some of the stuff her grandmother asked. But she didn't know that she was being watched. Something long and slippery slithered above her. Suddenly, a tail fell down and went right behind her. The tail tapped her on the shoulder which made her turn around, but when she turned, she saw nothing.

"What in tarnation?" She said to herself.

Suddenly, the tail appeared again from behind her and tried to grab her. Applejack felt something wasn't right and looked behind her again, but still saw nothing. She became uncomfortable. Very uncomfortable. Like she had the feeling that she was being watched. Suddenly, something spoke.

"Hi, little cub." the voice said.

Applejack jumped a bit when she heard the voice. It sounded like a male voice. Seducing, yet dangerous.

"Oh no, don't be scared." The voice spoke again. "I'm not going to hurt you."

"Who's there?" Applejack asked. "Rainbow, if it's you, it's not going to work."

"Are you alone? " The voice asked.

Applejack decided to play along.

"A little. I'm just getting some supplies, and then I'm going back to the kitchen." She said.

"That's not good. For nobody should be alone."

Suddenly, Applejack searched the voice and looked up. She became shocked and nervous by what she saw. It was a snake. A very long python. And the scariest part is that it could talk. Applejack couldn't believe her eyes.

"I can keep you sssssssafe. Just you and me, sweet thing." The snake said.

"Am I seeing things? Did I drink too much cider?" Applejack said while rubbing her eyes.

"I assure you that I'm as real as you." The snake said.

Applejack became more nervous. "Who are you?"

The snake slowly descended towards her.

"Kaa." said the snake.

Applejack slowly walked backwards while Kaa slithered towards her. She didn't know what to say.

"Poor sweet little cub. For having such a terrible past that involves your parents." Kaa said.

"How do you know that?" Applejack asked.

"There are some thingssssss that I know. Thingsssssss that I can see. Would you like to ssssssee?" Kaa asked.

"I don't know if that would be such a good idea." Applejack said.

"What's the matter, man-cub? Don't you trust me?" The snake asked with a fake pout.

"From the sound of it, you don't sound so trustworthy to me." Applejack said.

"Then there's nothing I can do to help you." Kaa said.

"You want to help me?" Applejack asked.

The snake came closer to her and circled around her.

"Cccccertainly. I can make sure that you can lossssse all that pain and ssssssorrow, that you keep away from your friendsssss and remaining family, forever."

Applejack raised an eyebrow while meeting eye to eye with kaa. "You can do that?"

The snake kept looking at her.

"Hmm? Oh, I have my own...ssssubtle little waysss. Hm, hm, hm, hm, hm." He said while placing some of his coils around her neck. Applejack felt more uncomfortable. "But first, you must trust me."

"How?" Applejack asked.

"Look into my eyes and relax." Kaa said and suddenly, his eyes began to form colorful spirals. "Sleep. Go to sleep. Sleep. Go to sleep. Sleep, little man-cub. Rest in peace. Sleep. Sleep."

Applejack looked at those eyes and suddenly, her eyes began to form colorful spirals too.

In the meantime, Rainbow and Pinkie were walking together in the hallways talking to each other.

"And then I jumped from behind the corner and scared the living daylights out of him. Ha ha! My best one yet." Rainbow said.

"Hihihi. Good one, Rainbow. He didn't get a heart attack, did he?" Pinkie asked.

"Nah, he was cool. If he gained one that would have ruined my day and reputation for sure." Rainbow said.

"Mine too." Pinkie said.

Suddenly, they saw Rarity at her locker. They went towards her.

"Hi, Rares." Rainbow said.

"Hello, girls." Rarity said.

"How are the costumes back home?" Pinkie asked.

"They're almost finished. They'll fit you perfectly." Rarity said.

"I can't wait to see mine. The others are gonna be totally frigthened when they see me." Rainbow said.

Suddenly, Pinkie saw Fluttershy coming inside the school. But she wasn't alone. There was an old woman completely dressed in black, and with long, tangled white hair. It looked like Fluttershy was helping the old lady.

"Hey, there's Fluttershy and...uh, who's that with her? Her grandma?" Pinkie asked.

Rarity and Rainbow looked in Pinkie's direction.

"That's not Fluttershy's grandma." Rainbow said as she went to Fluttershy.

"What's going on?" Rarity said as she went along with Rainbow.

"She looks kinda scary." Pinkie said before she too went along with them.

They finally reached Fluttershy and the old lady.

"Fluttershy, darling. What's going on? Who is that?" Rarity asked.

"This old lady needs help." Fluttershy said.

"A drink of water. Please." The old lady said.

"Rainbow, help me get some water." Fluttershy said.

"I'm on it." Rainbow said.

"Rarity, you and Pinkie watch over the woman." Fluttershy said.

"Okay." Rarity said.

Fluttershy and Rainbow ran to find some water. Rarity and Pinkie watched them run. But unknown to them, the old woman grinned evilly while watching the girls. Slowly, she looked at her hand. She still had the red apple that fell on the ground when the animals attacked her. She smiled at it while looking at the girls at the same time.

Meanwhile, outside the school building, three little girls were playing a little game of soccer. A yellow skinned girl with red hair, an orange skinned girl with purple hair, and a white skinned girl with purple and pink hair. They had great fun. They sometimes used their heads to bump the ball. Suddenly, the girl with the purple hair known as Scootaloo shot the ball too hard, and it landed somewhere in a bush.

"I'll get it." Scootaloo said.

She went towards the bush to search for the ball. All of a sudden, she heard something. It sounded like a low growl. She felt uncomfortable. But then she realised that it could be Rainbow Dash who was on scare hunt.

"Okay, Rainbow. I know it's you. You can come out now." Scootaloo said.

But then the growl became a bit louder. She felt really uncomfortable now.

"Um...you got me, Diamond." Scootaloo said.

But still nothing came but the same growl.

"Is that you? Silver Spoon?" Scootaloo asked.

The bush began to rustle a bit, and suddenly she saw that it wasn't someone she knew. It was an orange lion with a scar on one of his eyes. It looked menacingly at her. Scootaloo was petrified. Then all of a sudden, she ran as quick as she can, and screamed loudly. Her two friends saw her running and screaming towards them. The two girls grabbed her.

"What are you two doing?! RUN!" Scootaloo shouted.

"Run from what?" asked the yellow girl known as Apple Bloom.

"From tha..." Scootaloo tried to point but she saw that nothing was pursuing her. "You're not going to believe me. But there was a lion in that bush."

"Beg your pardon?" Apple Bloom asked.

"There was a lion right there." Scootaloo said.

Apple Bloom and the white girl known as Sweetie Belle looked at each other with a raised eyebrow.

"I'm not crazy. I swear. There was a lion." Scootaloo said.

"Scootaloo. Take it easy. It was probably Rainbow Dash trying to scare you. It was all in good fun." Sweetie Belle said.

"Oh no. If Rainbow pranks someone, she always comes out to say 'Gotcha'." Scootaloo said while imitating Rainbow Dash.

"Then wasn't it...?" Apple Bloom asked.

"And not Diamond Tiara or Silver Spoon. I'm telling the truth, girls." Scootaloo said.

"But there can't be lions here. Those live in a faraway land." Apple Bloom said.

"Yeah, in Africa." Sweetie Belle said.

"I'm gonna take a look." Apple Bloom said.

Scootaloo's eyes went wide and stopped Apple Bloom in her tracks.

"Are you crazy? It's going to eat you alive!" Scootaloo said.

"Scootaloo, you were probably just seeing things." Apple Bloom said and walked towards the bush.

"Please, Apple Bloom. Don't." Scootaloo said.

Apple Bloom walked towards the bush. Scootaloo prayed that she would be okay. Suddenly, Apple Bloom returned with the ball in her hand.

"See, there was nothing there. I found the ball too." Apple Bloom said.

"Huh? But I'm not joking. There really was a lion there." Scootaloo said.

"Say, where's Sweetie Belle?" Apple Bloom asked.

Scootaloo turned around, and saw that Sweetie Belle was indeed missing. Meanwhile, Sweetie Belle went towards another bush, because she heard a ringing sound. It wasn't the school bell that she heard. But what she found was perhaps beyond cruel, a little mouse was tied with a string on a branch. There was a little bell hanging on the branch too. That's where the noise came from. The little critter tried to free itself. Sweetie Belle couldn't help but feel sorry for it and went towards it.

"Oh, you poor little thing. Who would do this to you? Don't worry, I'll free you." Sweetie Belle said.

With that, the mouse squeaked loudly like it was trying to say something to her.

"It's okay. I'm not gonna hurt you." Sweetie Belle said.

She tried to free the mouse, but she didn't realize that the string was attached to something. When she snapped the string the ground beneath her began to move creating a big gap, and she fell down. She screamed, and fell hard on the dirt. Apple Bloom and Scootaloo heard her scream, and they went towards it. Sweetie Belle picked herself up again, and heard some kind of beeping noise. She looked up, and saw some kind of alarm with a red light that blinks every second.

Meanwhile, someone was driving a vehicle. The person looked at his radar, and saw a blip on the screen.

"HAHAHA! Got one!" The person said.

During that time, Apple Bloom and Scootaloo saw a big hole in the ground, and ran towards it. Apple Bloom quickly came to a stop, but Scootaloo accidentally bumped into her. They both fell into the hole. They fell right in front of Sweetie Belle. None of them knew that the mouse that was trapped was looking at them. The two girls picked themselves up. And looked around the hole.

"Sweetie Belle? What is this?" Scootaloo asked.

"I don't know. I was rescuing a little mouse and then I fell through this hole. It looks like a trap." Sweetie Belle said.

"A trap? For what?" Apple Bloom asked.

The little mouse ran away while the three girls tried to get out of the hole. They stand on each other's shoulders. Sweetie Belle was on the top. While she tried to grab a root to reach higher, the root snapped, and they all fell on the dirt again. They picked themselves up again.

"Now what are we gonna do?" Scootaloo asked.

"Shout for help?" Sweetie Belle said.

"Look, what's that?" Apple Bloom asked.

Sweetie Belle and Scootaloo turned to Apple Bloom's direction, and saw that a rope was coming down. It was the little mouse that was trying to get them out.

"That little mouse is trying to get us out." Scootaloo said.

"That's a sweet little mouse." Sweetie Belle said.

Apple Bloom grabbed the rope, and checked to see if it was tight enough to climb it.

"It's tight. We can get out. Thanks, little buddy." Apple Bloom said.

The girls begin climbing on the rope.

But all of a sudden, the ground began to tremble a little. The girls don't have a good feeling about this. The mouse was scared too. Like he knew what was coming. Somewhere in town, a large monstrous vehicle appeared. It came through some streets and then some trees. It suddenly went high into the air and came with a hard thud on the ground. The mouse climbed on the rope and went inside Sweetie Belle's clothes. The vehicle stopped right next to the hole. The caterpillar tracks cut the rope which made the girls fall once again into the hole. The engines stopped. The girls looked up and they saw a bit of dirty dust above the hole. But very sudden, a goanna leaned over the pit and growled at the girls. The girls screamed at the sight. Sweetie Belle was the loudest. The goanna kept looking at them viciously.

"Well, Joanna. What have we got today?" said a voice. It sounded male. "It's a bit of a shame that we have to catch smaller creatures now instead of the more rare ones back in the Outback. But maybe Cruella has some use for some of those critters."

Little by little, the man who spoke came into view. This guy seemed to be dressed like an Australian stockman. He wears an akubra hat with white crocodile teeth and a golden eagle feather. Around his neck is a dark gray backwards facing bandanna and he wears a brown vest over his cream shirt. What makes the girls shiver more is that he's armed with a shotgun in his hands and a rifle on his back.

"So, what is it this time? A dog, a cat, or maybe some big...girls?" The man looked at the girls with a questionable look.

The girls however were giving no reaction. They just stood there in the hole holding on to each other. The man kept looking at them. Then he heard his goanna growl a bit. He looked at it with a glare. The goanna glared at the girls in a scary way. Suddenly, the man gave the goanna one violent kick in its stomach. The goanna felt the pain immediately and laid on its back rubbing its stomach.

"Joanna! You been diggin' holes out here again? Dumb lizard is always tryin' to bury squirrels out here." The man mumbled to himself.

"Uh-uh. We just fell here." Apple Bloom said.

"Actually, it was me first." Sweetie Belle said.

"This looks more like a poacher's trap to me. Poaching is suppose to be against the law." Scootaloo said.

The man tipped his hat. "Trap?! Where'd you get an idea like that? Girls, I think you've been in that hole for too long."

The man held his gun out. The girls stood against the wall of the hole while the man still held his gun out.

"Well c'mon. Grab ahold." The man said.

The girls were a bit nervous to grab the gun. But soon, Apple Bloom grabbed the gun first, and the man pulled her out. Then came Sweetie Belle. And last, but not least, Scootaloo. Now, they're all out of the hole.

"We'll get you three out of this little ol' lizard hole and you can just go back to class." The man said.

The goanna came closer to the girls. It suddenly saw the mouse appearing out of Sweetie Belle's clothes and prepared itself to pounce.

"It doesn't look like a lizard hole to me." Apple Bloom said.

"I'm pretty sure this is a poacher's trap. You sure do look like one." Scootaloo said.

All of a sudden, the goanna pushed Sweetie Belle to the ground and Sweetie Belle accidentally pushed the man. The man began to loose his balance and fell in the hole which made some kind of explosion. The goanna began to bite on Sweetie Belle's clothes in an attempt to catch the mouse. Scootaloo and Apple Bloom tried to get the reptile of her.

"Get off her, you monster!" Scootaloo said.

"Let me go!" Sweetie Belle shouted.

Suddenly, the goanna attacked Scootaloo. It pushed her on the ground and tried to bite her. Meanwhile, the man began to climb out the hole.

"I'm gonna kill her. I'm gonna kill that dumb, slimy, egg-sucking salamander!" The man said with an angry glare.

The goanna kept biting Scootaloo until it heard the man preparing his shotgun. The goanna stopped attacking and looked worriedly at her owner. Apple Bloom and Sweetie Belle saw the man aiming his gun at the goanna, they became uncomfortable and nervous. The goanna released Scootaloo and tried to go in various directions in an attempt of not being hit by the gun, but the man kept his aim on her. Suddenly, when all seems lost for the goanna. She covered her eyes in fear. The girls became a bit frightened. But suddenly, the man held his aim on Scootaloo. Because he saw something in her pocket. Something strange. A blue feather. The man lowered his rifle and began to smile.

"Hm." The man grabbed Scootaloo and held her high in the air. "Good girl, Joanna."

The goanna looked up and grinned happily. The man took out the blue feather from Scootaloo's pocket.

"Say, where did you get such a lovely feather, girl?" The man asked.

"It's a present. From a good friend. She's kinda like a sister to me." Scootaloo answered.

"Aw, that's real nice. Who gave it to ya?" The man asked.

"It's a...secret." Scootaloo said.

"It can't be a secret, girl. Could this feather be from one of those special girls who saved your school a few times?" The man asked.

"How do you know that?" Sweetie Belle asked.

"Let's say that some guys posted a video on Youtube. I thought it was all fake, but when I see this feather I believe it now." The man placed Scootaloo back on the ground and gave her back the feather. "Here you go."

"T-thank you." Scootaloo said.

Apple Bloom still hasn't forgotten about the gun. "Who are you?"

"Just a regular wild animal catcher. You can't be too careful for escaping wild animals." The man answered.

"Well, if you are an animal catcher, you appeared just in time. There's a lion walking somewhere here." Scootaloo said.

"A lion?" The man asked.

"Yeah, an orange one with a scar on his eye." Scootaloo said.

"Yeah, I'm pretty sure Scootaloo is just a bit scared because it's Halloween and Rainbow Dash tries to scare everyone in school." Sweetie Belle said.

"I'm not scared. It's the truth. I really saw a lion." Scootaloo said.

"And I believe you, girl." The man said while placing his hand on her shoulder. "Now, you better get to class before you get into trouble."

"Yeah, we better go inside." Apple Bloom said before she and her friends ran towards the school building.

The man waved a little before putting a serious look on his face.

"Well, Joanna. Seems that our feline friend is snooping around here." The man said.

The goanna looked at her owner in confusion. While there was no one around, the man took one step.

"Scar?! I know you're here. You better come out." The man said.

And suddenly, from a different bush, the same lion Scootaloo saw appeared.

"What are you and that scaly rat of yours doing here, McLeach?" Scar asked.

"I was about to ask you the same thing. I got dragged here because those foolish girls fell in my trap." McLeach said.

"Always with the traps, eh. Well, I just came here to keep a good eye on those special girls that the Dazzlings talked about." Scar said.

"A lion on school territory is dangerous, not to mention suspicious if it's one from another world. And you've been discovered already. If those girls find out about us already, they'll suspect something. Next time, hide yourself well." McLeach said.

"Alright. Alright. I'll be careful next time." Scar said.

"Did you see anyone else?" McLeach asked.

"The Evil Queen has entered the school building without anyone knowing. Our slithery friend as well." Scar said.

"The snake?"

"Yes, that one. They both went inside to investigate. You know, they could use a little extra help to get the job done faster."

"But who? I've been discovered. You've been discovered. We need someone they haven't seen yet."

"Perhaps I can be of help." said a voice.

The poacher and the lion turned around. They saw Big Bad Wolf standing right behind them with a big bag in his hand.

"You? You're just a wolf on two legs. They're gonna suspect something for sure." McLeach said.

"Then they've never met someone like me before. You really should have finished school, McLeach. You might be smart, but you still gained a third grade education." Big Bad Wolf said.

McLeach gritted his teeth a bit when he heard that. Big Bad Wolf opened the bag. He searched through it, and then he found a few clothes.

"Friends, wish me luck. Brushman luck." Big Bad Wolf said while he walked towards the school.

The two watch him dressing himself while he walked.

"Come on. Let's go back to headquarters." McLeach said.

The poacher went back to his Bushwacker truck. Scar followed behind him, and climbed aboard next to Joanna. McLeach started the engine, and they both went towards the fortress.

"Finish school. Who does he think he is? Unlike him, I went to school." McLeach said.

The goanna laughed at this.

Author's Note

I was planning to put this part and the next part of the story in one chapter, but I couldn't let you guys wait any longer. So enjoy the first part and maybe when I finished part 2 I'll put them together in one chapter. Next chapter will come up soon.
Just for the readers. The boy with the moustache who's going to get greased up is actually myself as a cameo.

Strange Visitors - Part 2

Sunset and Twilight were finished with the decorations. They left the gym room to join their friends.

"Whoa, I'm glad that's finished. Principal Celestia is gonna be so proud of us." Sunset said.

"Me too. Wait till the rest see it. Pinkie and Rainbow also placed a few surprises inside and outside the school." Sci-Twi said.

Sunset chuckled. "I can't wait to see how that's going to turn out."

Suddenly, they saw Rarity and Pinkie. But they weren't alone. There was an old lady dressed in black sitting on a chair. Sunset and Sci-Twi went towards them.

"Hey, girls." Sunset said.

"Sunset. Twilight. Darlings. Is the gym room ready?" Rarity asked.

"It's complete. Now we just need to know if the rest is ready." Sci-Twi said.

Sunset paid her attention to the old lady.

"Who's this? Family of anyone?" Sunset asked.

"Oh heavens, no. Fluttershy brought the poor woman inside. She had a little problem with her heart and asked for a drink of water. Fluttershy and Rainbow went to get some." Rarity explained.

"I didn't know it would take so long." Pinkie added.

"Oh my goodness." Sci-Twi said and went to the old lady. "Don't worry, miss. We'll help you."

"Thank you, my pet. That girl with the pink hair was so kind to me. She reminded me of my stepdaughter." The old lady said and suddenly, unaware to them, she began to frown about the memory of her stepdaughter.

All of a sudden, Fluttershy and Rainbow returned with two glasses of water.

"What took you so long?" Pinkie asked.

"We had a bit of trouble with getting past the students." Rainbow said.

"Here you go, madam." Fluttershy said before she gave her the glass of water.

The old lady drank the entire glass empty. She sighed with joy when she drank it.

"Thank you so much. Sometimes my heart doesn't know what it's doing." The old lady said.

"You're in big luck. I was afraid it could have been too late." Fluttershy said.

"And because you've been so good to poor old granny. I want to thank you with a gift. I don't have much, I'm afraid. The only thing that I can give you is this apple."

The old lady showed the girls a bright red apple. The one she was going to give to Fluttershy. Applejack would have liked it.

"Oooooh, tasty." Pinkie said while staring at the apple.

"Thank you, madam." Fluttershy said.

"And this no ordinary apple. It's a magic wishing apple." The old lady said.

"A wishing apple?" The girls asked.

"Yes. One bite, and all your dreams come true." The old lady.

"Oh wow! Wait till Applejack hears about this. Where is she anyway?" Rainbow asked.

"She's in the kitchen helping Granny Smith with the food." Sunset said.

"I'll tell her immediately. Don't you all take a bite without me." Rainbow said before she went to the kitchen.

"I'm not so sure. An apple is delicious, but a magic wishing apple?" Sunset said.

"Are you saying you don't believe it? We can turn into magical anthro ponies, defeated evil creatures from your world, and you don't believe it?" Pinkie asked.

"I'm not saying I don't believe it, but a magic wishing apple in a world that doesn't have magic. That sounds a bit strange, don't you think." Sunset said.

"Is it really a magic wishing apple?" Fluttershy asked.

"Yes, girly. Maybe you can share it with your friends. Do you all have big wishes?" The old lady

"Oh, I don't know which wish I want." Rarity said.

"I got lots of them. How about putting a smile on everybody's face? Or world peace? Or one big party? Or wait, wait I..." Pinkie said and Sunset covered her mouth.

"I don't know what I want. I don't have any big wishes." Sci-Twi said.

"You don't?" The old lady asked.

"Maybe one or...No. I have nothing." Sci-Twi said.

"Everybody has a wish, dearie. There must be something your little heart desires. Perhaps there's someone you love." The old lady said.

Sunset also thought about that.

"Well...there is someone." Sci-Twi said.

"I thought so. I thought so." The old lady chuckled. "Ol' granny knows a young girl's heart."

"But if it's a magic wishing apple, why don't you take it?" Sunset asked.

"Ah, it's a long story. My granddaughter found one of these apples in a far away land." The old lady lied. If Applejack was with them, she would know it and say it. "One day, she became very sick and died the next day."

"Oh my. I'm so sorry." Fluttershy said while tears ran from her cheek.

"She only had one wish. That I gave this apple to someone who's in more need of it than she or I are." the old lady said.

Pinkie was on the verge of crying while hearing that story. Rarity too.

"Your granddaughter must have been the most generous person in the world." Rarity said.

"I would love to take the apple in her honor." Fluttershy said before she took the apple.

"Thank you, dearies." The old lady said and smiled a bit evilly.

Without anyone knowing, two moray eels were watching the girls and the old lady. Each of their eyes began to glow yellow.

(Not exactly the right color, don't you think?)

(Stop music at 0:18)

Meanwhile, Rainbow arrived at the kitchen.

"Applejack, you won't believe what I..." Rainbow said.

But she couldn't finish her sentence, because she saw something a little disturbing to her.

Granny Smith was busy covering a muscled student with grease. And from the looks of it, she enjoyed it.

"Um, what's going on here?" Rainbow asked with a raised eyebrow.

"Allow me to explain the situation. Principal Celestia asked me to check the ventilation system and such things, because she heard something. Could be rats or something? A funny thing is she heard it talk." the student said.

"Then what's the grease for?" Rainbow asked.

"Hello. You know how tight ventilation systems can be?" the student said.

"I'll make sure he can get through it perfectly." Granny Smith said.

Rainbow still raised her eyebrow before she shook it off.

"Anyway, where is Applejack?" Rainbow asked.

"She should be in the basement, but she hasn't come back yet. She never stays away that long. Strange." Granny Smith said.

"I'm going to check it out." Rainbow said.

Rainbow goes towards the storeroom.

(Music at 2:15)

Applejack saw visions of herself when she was very little. A cute little girl with two ponytails. She lived with her grandmother, her brother and her parents in a farm. Her little sister was just born.

"Awww. What a cute little man cub. Ssssso tiny. Sssssso innocent." Kaa said.

"She sure is." Applejack said.

"You and your family seemed to live a happy life. But what is this?" Kaa asked.

The next vision is one where her parents were attacked by wolves in a forest. The parents tried to protect their children. The mother told them to run to Granny Smith. All of a sudden, the mother became badly wounded by one of the wolves. The children tried to help her, but she still told them to run. With pain in their heart, they began to run. Applejack held her baby sister in her arms. Her brother followed her. The howls of the wolves could be heard in the distance. After minutes of running, they've finally reached their grandmother at the farm. They told her everything and Granny went as fast as she could to find the parents and see if the wolves have disappeared. But when she arrived...it was too late. Both of Applejack's parents laid motionless on the ground.

Morning, a few humans related to Granny Smith went into the forest where the parents were attacked to retrieve their bodies. It was a big shock for the entire family, especially for Applejack and Big Mac. And poor little Applebloom, she never knew them. Applejack cried while holding her baby sister. Alas, the parents were buried at their home. It broke the entire families hard. Applejack looked at the Stetson hat. It was a present given to her by her father. Big Mac and Granny Smith tried to comfort her and began to say a few things. Suddenly, Applejack's face was full of determination and placed her father's hat on her head.

(Music at 4:16)

The visions disappeared and we see Applejack with colorful spirals in her eyes. But that's not all, her body was wrapped in coils. Kaa had her in his grasp.

"Oh, you poor ssssssweet thing." Kaa said and leaned his head closer to her while doing his hypnosis. "You want to get rid of all that pain?"

Applejack nodded her head. Kaa wrapped his coils as tight as possible around her.

"You can be with me if you want." Kaa said. "I'll keep you close. Make you forget about everything. Let it all go. Trussssssssst...in me."

The snake began to open its jaws very wide.

Meanwhile, Rainbow Dash came in.

"Hey, Applejack. What's taking you so long? Granny said that..." Rainbow couldn't finish her sentence because her eyes went wide with what she saw.

The snake was about to eat one of her best friends while she was completely under his control. Rainbow couldn't let that happen.

"Hey! Release my friend, you scaly worm!" Rainbow said.

She quickly ran towards Applejack and the snake and gave the snake a powerful uppercut against its jaw. The impact made him hit his head against the ceiling and making him lose control of both his hypnosis and his coils. Applejack fell on the ground while the coils fell too. The colorful spirals disappeared. The snake shook his head.

"Ohhhh, my sinussss." The snake gave Rainbow a glare and went towards her.

Rainbow also gave a glare. But then her eyes went wide, because she was surprised that the snake could talk. When Kaa came towards her, Rainbow went backwards and suddenly hit her back against a wall.

"You have just made a sssserious mistake, my friend. A very sssstupid..."

Rainbow chuckled nervously. "Haha. I'm sorry. I really am."

"Mistake." The snake finished his sentence.

Applejack came back to her senses, she looked at Rainbow and Kaa and remembered everything. She slowly climbs out of Kaa's relaxed coils. The snake began his hypnosis again, this time on Rainbow Dash. Rainbow tried to close her eyes, but accidently opened one eye and gained one eye with colorful spirals.

"Look me in the eye when I'm speaking to you." Kaa said.

"P-please, don't." Rainbow said.

"BOTH eyes if you please." The snake said.

Kaa forced her to open both her eyes and now Rainbow gained both eyes with colorful spirals. And she suddenly began to make a goofy smile on her face. Applejack saw this and rolled up her sleeves.

"You have just sssssealed your doom." The snake said.

Kaa began to concentrate on the athletic girl, but he suddenly got grabbed forcefully by the tail. He looked over his shoulder, if he had any, and saw Applejack pulling him towards her. The snake was surprised that a girl could be that strong. He tried to break free from her grasp. Applejack tried to get a good grip on the snake and suddenly her pony powers appeared because she wears one of the medals that she and her friends found at Camp Everfree. Her super strength allowed her to slam the head of the snake against the walls, the ground, and the ceiling to make him unconscious. Applejack also put a knot in his tail. But Kaa isn't a quiter, he prepared his head and tried to bite Applejack. But then the cowgirl grabbed him by the neck and pulled her close to her face. She had to be careful that he doesn't use his hypnosis again.

"W-w-what are you?" The snake asked.

"You tricked me." Applejack said with a glare.

"Oh no no no no no." Kaa said.

"Listen here. If you ever do that again, I'll be on you like ugly on an ape. You got that?" Applejack said.

The snake nodded quickly. Then Applejack threw him at the opening, making him slam against the door.

"That dirty..." Applejack couldn't finish her sentence when she saw Rainbow who was still hypnotised. "Rainbow. Rainbow. Hey, Rainbow. Wake up."

Applejack gave Rainbow a few slaps against Rainbow's cheek and suddenly Rainbow opened her eyes. The coloring spirals were gone.

"Ah, duh, wha?" Rainbow said confused.

But the snake wasn't gone yet.

"Just you wait 'til I get you and all of your friends in my coils." Kaa said.

But he suddenly got pulled again. It wasn't Applejack or Rainbow Dash this time. The knot in his tail made him stuck.

"Hahaha! Hey look, AJ. It's got a knot in his tail." Rainbow said while laughing.

"Hey look, it's got a knot in his tail." Kaa mimicked sarcastically.

He tried to pull himself free. But when he got free, his coils went against his face like an accordeon. Unamused, the snake slithered away.

"I'll make you pay. Just you wait." Kaa said.

He came out of the storeroom and slithered away very fast. Some students came by and saw him.

"A snake!" Micro Chips panicked.

A few more students saw the snake too. Kaa slithered very quickly away until he was gone. In the storeroom, Applejack and Rainbow couldn't help but laugh at the snake's sillyness. After a few minutes, they stopped.

"Rainbow, are you alright?" Applejack asked.

"I'm okay. How about you?" Rainbow asked.

"I'm not sure. I'm pretty upset of what that Kaa did. He showed me images of my parents. Before and when they..." Applejack couldn't finish that sentence.

"It's okay, Applejack. It's best not to think about it. You're in luck that I found you or you would have been snake food." Rainbow said.

"Thanks, RD." Applejack said before she hugged her.

After they hugged, Rainbow remembered something.

"Oh yeah. You won't believe this. There's an old lady with a magical apple that grants wishes, and she wants to give it to us and our friends." Rainbow said with excitement.

"An apple that grants wishes. Did she escape from an asylum or something?" Applejack said not believing the story.

"Oh come on. You sound just like Sunset. If you don't believe what I'm saying, how do you explain how we got our pony powers?" Rainbow asked.

"Because Sunset brought magic from Equestria and it effected us. Our world doesn't have any magic." Applejack said.

"But what if it does?" Rainbow said. "Come on, AJ. Just come along. Please." Rainbow said with big puppy dog eyes.

"Oh no, Rainbow. Them puppy eyes ain't gonna effect me." Aplejack said.

"Pretty please." Rainbow said with the same adorable eyes.

Applejack tried to resist it, but after a few minutes she gives up with a defeated sigh.

"Fine. I'll come with you." Applejack said.

"Yes!" Rainbow said.

"After we bring the things Granny needs for the party." Applejack said.

"Okay." Rainbow said.

They both grabbed the things Granny asked for to bring them to the kitchen.

Meanwhile, the old lady and the girls where still talking.

"Well, aren't you going to take a bite?" The old lady asked.

Fluttershy was about to say something, but got interrupted by someone who spoke. It looked like a man who was dressed in brown clothing. He had a beard, a pair of glasses, a long nose, and a cap. And he seems to carry brushes with him. Some students grabbed one and some not.

"Does anyone want a brush? It's free." The man said.

Then the man saw the old lady like he recognised her or something. He went towards her.

"Ah, there you are. I've been looking all over for you." The man said.

"Um...miss? Do you know this man?" Fluttershy asked.

"Um." The old lady thought.

The man took his glasses off and gave her a wink. The old lady recognised those eyes.

"He's a...a good friend." the old lady said.

"Who are you?" Sunset asked.

"I'm the Fuller Brush Man. I work me way through college." The man said with a smile.

"A brush seller?" Sunset asked.

The man nodded. But suddenly, the human Twilight saw two things that she found very strange about this man. She saw the man's feet that looked a lot more like the paws of an animal. She also noticed something furry at the man's butt. It looked like a tail.

"Um, sir?" Sci-Twi asked.

"Yes, little one." the man said.

"Is it me or do you have paws and a tail?" Sci-Twi asked in suspision.

With that said, the other girls looked at the man and saw exactly what Sci-Twi meant. The man and the old lady became a bit nervous when she said that.

"Uh, it's a common illness...in my family. Heheh." The man chuckled nervously.

"Illness?" Rarity asked.

"I've heard of hypertrichosis, but I never heard of an illness that gains you paws and a tail." Sci-Twi said.

"Hyperwhat?" Pinkie asked.

"The disease that causes your entire body to gain hair." Sci-Twi explained.

"Oh dear. I'm glad I don't have that." Rarity said shuddering at the image.

"Then I'm sure you also wouldn't like hirsutism." Pinkie said to Rarity.

"And what's that?" Rarity asked.

Pinkie came closer to her and whispered something in her ear. Rarity's eyes went wide.

"Good heavens!" Rarity shouted.

"So how do you know each other? If you don't mind me asking, that is." Fluttershy asked.

"We knew each other from school. I was bullied by awful children for my disease, but this lady over here and the man who became her husband stood up for me. Since that day we became the best of friends." The fuller brush man said. He looked at you. Grinning while he does. "How am I doing?" He said quietly breaking the fourth wall before turning his attention back to the girls.

Suddenly, without anyone noticing, a beautiful brunette in a blue dress came through the school doors. All the students looked at her, but it was all the male students who couldn't help but stare at her. The girl walked through the crowd and some of the boys began to whistle at her. In annoyance, she rolled her eyes. She saw the old lady and the fuller brush man talking with five girls and went straight towards them.

"There you are. I've been looking everywhere for you." The brunette said.

The girls saw the brunette coming straight to them.

"What are you doing here?" The fuller brush man asked.

"Keeping an eye on you two." The brunette answered.

"Hello. Who might you be?" Sunset asked.

"This is Vanessa. She's my daughter." The old lady said.

"What?" The girl named Vanessa whispered to her. The old lady gave her a nudge and Vanessa caught the message. "Oh yes. Pleased to meet you."

Vanessa extended her hand to them. Pinkie grabbed it quickly and shook it really fast. Vanessa's hand ached from the pressure. She gave Pinkie a glare.

"I'm really sorry for what happened to your daughter, miss Vanessa." Sci-Twi said.

Vanessa gave the old lady an eye brow. The old lady winked at her. Then Vanessa made a fake sad face.

"Oh yes. I'll never forget that day." Vanessa cried in a fake way.

To play along, the old lady gave her a hug.

"I'm sorry. I didn't mean to make you cry." Sci-Twi said in regret.

"It's alright. You only tried to comfort me." Vanessa said while wiping her tears away.

"Your mother was kind to give us your daughter's wishing apple. Fluttershy was the one who helped her." Rarity said before showing Fluttershy to them.

Vanessa's eyes went wide.

"Could you excuse us for just a minute." Vanessa said.

The girls nodded before Vanessa began to whisper to the old lady in private.

"What are you doing? Maleficent said that we only need to spy on those girls." Vanessa said.

"Well, I hope she won't mind if a few of them are gone. Then we have a few less of those girls to worry about, don't you think?" The old lady whispered.

Vanessa thought about it.

"Fine. But if Maleficent doesn't agree on this, it ain't my fault." She said and paid her attention back to the girls. "Yes. The only one she had left. I hope you treat it right."

"Don't worry, we will treat it with lots of respect." Sunset said.

The old lady couldn't happen but smile. Imagining each of the girls taking a bite of that apple not knowing what's gonna come next. Sunset brought her attention to Vanessa, and saw something unusual on her. She wore a black cord with a gold nautilus shell around her neck. It seemed to be glowing. Sunset reached for the shell.

"That's a pretty necklace you got there. Where did you get..." Sunset said. But before she can touch it, Vanessa quickly grabbed her arm in a vice-like grip, because she saw that Sunset was trying to touch the shell.

But it didn't take long before Vanessa realized what she was doing. She released Sunset's arm, and chuckled sheepishly. Sunset checked her arm to see if it was broken or not. The other girls also gave Vanessa an uncomfortable and suspicious look. The old lady and the fuller brush man became nervous.

"Sorry, this necklace means an awful lot to me. It's a gift that my husband gave to me. It would be awful if anything happens to it." Vanessa said.

"Well, I better move on. I still got lots of brushes to sell." The fuller brush man said.

"We better go home too, my dear." The old lady said to Vanessa before turning her attention back to Fluttershy. "Thank you once again, dearie. I owe you my life."

"No problem, ma'am." Fluttershy said kindly.

With that, the fuller brush man walked further while Vanessa and the old lady left the girls alone. Suddenly, something fell out of the robes of the old lady. Sunset saw it, and picked it up. It was a mirror.

"I'll be right back." Sunset said to her friends before she went after the old lady.

When she went closer to the old lady, Sunset reached her arm to the old lady's shoulder.

"Excuse me, madam. But I..." Sunset said. But once her hand touched the old lady, her eyes went white.

(I...I don't even know what I'm going to say about the color this time.)

She began to see visions. Visions that she's not familiar with. She saw a beautiful woman with an uncomfortable face dressed in what seems like royal clothes and a crown on her head. The woman walked towards a large mirror in a special room. She spread her arms wide open, and spoke.

"Slave in the magic mirror. Come from the farthest space." She said with archaic words. She spread out her arms, and a wind howled behind her while she spoke further. "Through wind and darkness I summon thee. Speak!" A thunderbolt could be seen in the mirror and flames appeared.

"Let me see thy face." She finished.

The flames disappeared, and a face appeared in the mirror.

"What wouldst thou know, my queen?" The face asked also with archaic words.

"Magic mirror on the wall, who is the fairest one of all?" The woman said.

"Famed is thy beauty, majesty. But hold, a lovely maid I see. Rags cannot hide her gentle grace. Alas, she's more fair than thee." The face answered.

"Alas for her." The woman said with a voice as cold as ice while folding her arms. "Reveal her name!"

"Lips, red as the rose. Hair, black as ebony. Skin, white as snow." The face answered.

The woman gasped in shock, knowing of who the face spoke about. Trying to contain her anger, she said her name. "Snow White."

Suddenly, another vision was shown. It showed the same woman known as the queen, but she was sitting on a throne.

"Take her far into the forest. Find some secluded glade where she can pick wildflowers." She said ending her sentence with a smile.

The person she spoke to was a man. He seemed to be armed with a knife. "Yes, Your Majesty." He said.

"And there, my faithful huntsman, you will KILL her!" the queen said.

"But, Your Majesty, the little princess!" The huntsman yelled concerned.

The queen raised from her throne and rised her hand in the air. "SILENCE! You know the penalty if you fail." She said while pointing her finger to the floor.

With no strength to say anything else, the huntsman obeyed while his head hung low. "Yes. Your Majesty."

The queen gave him a serious but stern look. "But to make doubly sure...you do not fail." The queen grabbed a little casket, and showed it to the huntsman. There was an emblem of a heart stabbed by a knife. "Bring back her heart...in this."

Another vision was shown with the face of the mirror again.

(Music at 0:50)

"Snow White still lives, the fairest in the land. It's the heart of a pig you hold in your hand." The face said.

The queen became furious while looking at the heart. "The heart of a pig! And I've been tricked." She closed the casket and walked away. She walked down some stairs into a dungeon-like area. She opened a door and entered some kind of laboratory with a cauldron in the middle of the room.

"The heart of a pig. The blundering fool." Furious, she threw the casket away making a raven tremble. "I'll go myself to the dwarfs' cottage...in a disguise, so complete, no one will ever suspect." She walked towards a bookcase grabbing a book that reads 'Disguises'. She opened the book, and searched through the pages. "Now, a formula to transform my beauty into ugliness. Change my queenly raiment to a peddler's cloak."

Finally, she found what she was looking for. A formula named 'Peddler's Disguise'. She read the ingredients while she prepared them.

"Mummy Dust to make me old. To shroud my clothes, the Black of Night." She said while she grabbed a test tube with some kind of black liquid, and drops into a glass filled with a different kind of liquid. She released one drop into the glass and the entire liquid substance became as black as the darkness. "To age my voice, an Old Hag's Cackle." She went to a retort with a red liquid. She opened the valve of the bunsen burner, and the liquid began to bubble. But while it does, the liquid cackled like a witch. Several drops ended in the glass with the black liquid. It immediately turned red. She walked towards some kind of brown kettle. "To whiten my hair, a Scream of Fright." She opened the valve, and a white liquid came out of it, changing the red liquid into green. It also released a ghost-like cloud that lets out a terrifying scream.

The queen went to a window with bars, and raised her glass. "A blast of wind! To fan my hate!" She summoned a large gust of wind that almost blew away the raven. "A thunderbolt!" A terrifying lightning bolt appeared outside, and the drink began to bubble and release a bit of smoke. "To mix it well." She finished.

The queen looked at the glass with the green liquid. "Now. Begin thy magic spell."

She drank the entire substance in one gulp, and suddenly she dropped the glass, making it break on the floor. She tried to gasp for air, and her entire world started to spin. Thunder and lightning stroke everywhere. Her black hair turned to white while she was trying to gasp for air. She looked at her hands that began to change. "Look. My hands." Her hands became terrifying and skeletally. The thunder showed the bones in her hand. Green liquid along with darkness and bubbles appeared, and suddenly disappeared.

"My voice." the queen spoke with an uncomfortable voice. "My voice."

Suddenly, the queen began to laugh maniacally. The whole ordeal makes Sunset shake in fear if we could see her face. She knew that voice. The old lady.

"A perfect disguise." The queen turns around and puts her arm down revealing her ugly witch face. She laughed some more. This made the raven flap his wings in fear, and hide in the skull on which he stands.

"And now,...a special sort of death for one so fair." She said to the raven while looking through her book. "What shall it be? AH! The poisoned apple. Sleeping Death." The queen chuckled.

She began to read the inscription. "One taste of the poisoned apple...and the victim's eyes will close forever...in the sleeping DEATH." She looked at you with a creepy grin.

Another vision was shown with a girl biting an apple. The queen diguised as a witch watched with a smile.

(Music at 0:46)

"Don't let the wish grow cold." The witch said.

"Oh. I feel strange." The girl said.

"Her breath will still." The witch said while stroking her own hands. "Her blood congeal."

With a big smile, she watched the girl fall to the ground while dropping the apple. The witch cackled maniacally, and thunder and lightning could be heard.

"Now I'll be fairest in the land!" She yelled and kept cackling. She left the cottage, but suddenly stopped laughing. She saw a herd of animals and seven little men coming straight towards her. She had to run for her life.

The last vision showed the old lady climbing up a mountain while the seven little men chased her. When she reached the top, there was no way out. She gasped in fright.

"I'm trapped. What will I do? The meddling little fools." She said. She quickly thought of something after she saw a large stick and looked at a big rock next to her. She smiled evilly. She grabbed the stick and placed it between the rock and a hard place. She pulled at it to loosen the rock.

"I'll fix ya! I'll crush your bones!" She yelled.

The little men stopped, and saw what she was doing.

"Look out!" said one of them.

The witch kept cackling, and laughed very loud thinking that she would be victorious, but a big thunderbolt slammed between the witch and the rock. It destroyed the cliff, and the witch fell to her doom, screaming while she did. Also the rock fell down.

The visions disappeared and Sunset quickly took her hand away. She gasped violently. The witch turned around. Vanessa looked at Sunset too. They both noticed that she was staring wide eyed at the witch while gasping for air.

"Is everything alright, dearie?" The witch asked.

Sunset was like that for a few seconds before she brought herself together.

"Um...you dropped this." She said showing the mirror.

"Oh. Why, thank you, my pet." She took the mirror out of Sunset's hand. "To tell you the truth, I really wouldn't know what I would do without that."

"Your...Your welcome. Always here to help. Heheh." She laughed nervously.

"Come on, mother. We must go." Vanessa said.

Sunset kept smiling until they left the building. Now she was really worried. What were those visions? Who is that woman? Did she kill someone? Whatever happened, she now knows that something's not right about that old lady. When she saw those visions, she saw the same red apple that the old lady gave to Fluttershy. Then it came to her.

"Oh no. Fluttershy. The girls." Sunset says in panic.

Quickly, she ran through the halls, hoping that she wouldn't be too late.

The girls were talking amongst each other.

"So, are we each gonna take a bit from the apple?" Sci-Twi asked.

"I'd rather wait until Applejack and Rainbow Dash are here." Fluttershy said.

"I still can't believe it. An apple that can make your deepest desires come true." Rarity said.

"See what a little kindness can do?" Fluttershy said.

"You said it. A little kindness goes a looooooong way." Pinkie said.

Suddenly, Sunset arrived and saw the apple in Fluttershy's hand. She quickly ran to her, and slapped the apple out of her hand.

"Don't eat that!" She yelled.

The Apple fell on the ground. The girls gasped at what they just saw.

"Sunset, darling. Whatever did you do that for?" Rarity asked.

"I'm sorry. But there's something about that apple I don't trust." Sunset said.

"What do you mean? What's wrong?" Sci-Twi said.

Sunset picked the apple from the ground and looked at it. The apple is as red as blood and looks absolutely tasty, but after what she saw she began to have second thoughts.

"Twilight? Is Spike still in your backpack?" Sunset asked.

"Sure. Why?"

"Can he come out?"

"Spike? Can you come out?"

The little dog came out of Sci-Twi's backpack and took a deep breath.

"Finally, a bit of fresh air." It said.

Sunset looked at the apple again and than at Spike.

"Spike? Can you sniff this?" Sunset asked and showed Spike the apple.

The little dog looked at it curiously. He sniffed the scent of the apple, and suddenly his eyes went wide and flinched back.

"You're not gonna let me eat that, are you?" Spike asked.

"What does it smell like?" Sunset asked.

"I don't know. But there's something not right about that apple. It smells like death." Spike said.

The girls gasped at this. Sunset was thinking.

"It's poisoned." Sunset said.

"What?" Sci-Twi said.

"I think that old lady wanted to kill us."

"Sunset, isn't that a bit rude to say about that poor old lady?" Fluttershy asked.

"When she lost her mirror, I brought it back to her. But when I did, I touched her and saw her memories. Memories I've never seen before. There was some kind of queen who was planning to kill someone and then I saw her turn into that old lady. I saw her creating that same apple and poisoned someone with it."

Fluttershy didn't know what to say about this. She felt really uncomfortable.

"I'm not sure what all that was, but I'm telling you, there's something not right about that woman." Sunset said.

The girls looked very worried and confused now. Suddenly, Rainbow and Applejack arrived.

"Hiya, girls. Sorry I couldn't come earlier. You wouldn't believe what happened. So crazy. I was in the basement to get more stuff for the party and suddenly, a snake came out of nowhere. It was a big one...and it spoke." Applejack said.

"A talking snake?" Fluttershy asked confused.

"Yeah, it tried to eat Applejack with one bite."Rainbow said.

The girls gasped at this.

"But luckily, Rainbow arrived just in time. Or else, I was snake food to Kaa." Applejack said.

"Kaa?" Rarity asked.

"That's the snake's name. He hypnotised me and showed me memories of the time when my parents..." Applejack couldn't finish the sentence and looked down.

Sci-Twi came next to her, and placed her hand on AJ's shoulder.

"It's okay, Applejack. We're here for you." She said.

Rainbow looked at the apple in Sunset's hand.

"Look, AJ. There's the apple I told you about. But where's the old grandma?" She asked.

"Nobody's going to eat that apple. It's dangerous." Sunset said.

"What do you mean, sugarcube?" Applejack asked.

"That old lady tried to kill us with an apple that's poisoned." Sunset said.

"What?" Rainbow asked in disbelief.

"Talk about a bad apple." Applejack said.

"So, nobody gets their wish?" Rainbow asked.

"It was a trick to make us eat it." Sunset said.

"Sunset said she saw visions and memories of that woman. Something about a queen who wanted to kill someone." Rarity said.

Rainbow and Applejack looked at each other in confusion. Suddenly, three small familiar girls ran through the halls, and saw Sunset and her friends. They ran towards them.

"Sis. Sis. You won't believe this." Apple Bloom said.

The three girls began to talk at the same time.

"Easy. Easy. One at a time." Applejack said. With that the girls became quiet. "Now, what's the matter?"

"We were playing ball, and suddenly we heard Sweetie Belle scream. We went after her and we fell in the same trap she fell into." Apple Bloom said.

"A trap? You aren't hurt, are you?" Rarity looked at Sweetie Belle to see if she didn't had any bruises or scars.

"A little, but I'm fine." Sweetie Belle said.

"It was a poachers trap. The guy pulled us out of the trap. He had a pet goanna with him." Scootaloo said.

"Poachers? Those are nasty people." Sci-Twi said.

"But there can't be poachers here, there aren't any rare animals in this town." Fluttershy said.

Fluttershy had a grudge against poachers, and the things they did to rare and wild animals. Now she's even more worried. What is a poacher doing here? And with a goanna. She read that goannas are very good hunters.

"Have you seen anything strange today?" Sunset asked.

"Uh? Only the poacher with the goanna." Sweetie Belle said.

"And a lion." Scootaloo quickly said.

Pinkie began to tremble at what Scootaloo said.

"A l..., li..., li..., li..., li...A LION?!" Pinkie said with a frightened look.

Applejack gave the three girls a stern look.

"Ah think you three are lying." Applejack said while folding her arms.

"No, it's true. I saw it outside in a bush on the schoolground." Scootaloo said while pointing at the entrance door.

The girls looked at the entrance door.

"A lion? Those animals aren't suppose to be here." Sci-Twi said.

"How did a lion even get here?" Fluttershy asked.

"Yeah, it doesn't even fit in your backpack. Unless, it's a cub." Pinkie said.

"Maybe it escaped from a zoo." Rainbow said.

"It could be." Applejack said.

Sunset began to place her finger on her chin. 'What is going on here?' she probably thought.

"I think we better work further for the party. We can discuss this later." Sunset said.

"I think it's also for the best." Rarity said.

"Yeah, we got a party to prepare." Pinkie said.

With that said, the girls took different directions. Sunset was still thinking about that woman.

"I've got a bad feeling about all this." She said to herself.

Back at the fortress, the strange doctor who was ordered to improve the Dazzling's necklaces came back with the results. The pendants were wrapped in some kind of strange metal protection, but you can still see the pendants glowing as red as ever.

"Here you go, misses. Just like Maleficent promised." The doctor said before he gave them the pendants.

The Dazzlings each took their own pendant.

"Thank you very much. Doctor XXX?" Adagio asked.

The doctor nodded. Meanwhile, Sonata helped Kaa with the knot in his tail.

"Thank you, little one." The snake said.

"Your welcome." Sonata said.

Suddenly, Vanessa and the old lady appeared. They both transformed back into Ursula and the Evil Queen. But also the Fuller Brush man returned, and took off his disguise to be revealed as the Big Bad Wolf. Maleficent appeared.

"I told you to keep an eye on those girls, Queen. But instead, you wanted to kill them with the old apple trick." Maleficent said sternly.

"I had to. I couldn't allow such beauty to be more supreme than mine." The queen said.

"I assure you, Maleficent, that it won't happen again." Ursula said while giving the queen a glare.

"I hope so. Because now, one of the girls discovered your trick and suspect something is afoot." Prince Hans said.

"But how could she know? She doesn't know anything about me." The queen said.

"We must be very careful this time. Tomorrow night is Halloween, and nothing must go wrong." Jafar said. All the villains come together, even the Dazzlings. "I got the perfect plan. But you all have to wait until midnight." Jafar laughed.

"And once this world is in our grasp, you three can rule along with us, and have all the servants that your little hearts desire." Dr. Facilier said.

"Do you hear that, girls?" Adagio asked her fellow sirens. "Tomorrow night is the big chance to finally get revenge on those rainbooms."

"Oh, goodie." Sonata said.

"Oh, yes. How exciting. Let's do it!" Ursula said with glee, and laughed very loudly. "Beluga sevruga, indeed. Ursula is gonna take matters into her OWN TENTACLES! Ha! How nice. Those girls will be mine. And then I'll make them writhe. I'll see them wriggle like a worm on a hook." She laughed. "To belong to me. To obey my every whim. Why not. Let's do it."

The Dazzlings smiled at this.

(Music from 1:51)

"This is so exciting. I'm happy." Sonata said.

"Tomorrow night. Let's do the job, and take their spirits." Cruella said.

"Yes. Perfect." Scar said.

"It'll be too late for the cowards." Frollo said.

"It's time to say goodbye to those girls." Jafar said.

"Starting tomorrow, this world will be ours." Maleficent said, and began to laugh.

Soon all the villains, including the Dazzlings, joined the sadistic laughter.

Villains of A Sort

It all began on a dark night. The stars were clear and the moon shone it's light over the Earth version of Canterlot. Somewhere above the city, there is a fortress that no one knows is there. There, a dark woman waits with a dark purpose. She has been there for quite a long time. Neither she nor her companions knew how long they were there. It could have been a few days, a few weeks, maybe a few years. She just stood there and waited in the shadows. She was petting a raven. Until someone came to the fortress. The person was also covered by the shadow.

"You...are late." The woman said.

"A thousand apologies, oh patient one." A man with a smooth talking voice said.

"Did you find something useful?" The woman asked.

"Not much. Have been busy making deals with the locals in this strange world. Many of them were an easy prey and I got well paid." The man said.

"If I remember correctly, you didn't get much back in your world. Hahahaha!" said another person with a deep voice.

"Leave the good doctor alone, you bag of bugs. Remember, you didn't succeed as well in...whatever it was you were doing." Another woman said.

"Uh, this is getting boring. I'm tired of sitting here and waiting. I want to do stuff. The Underworld doesn't run itself, you know." said another smooth talking man. His hair seems to be visible. Like it's on fire.

"This world is much different than our own homes. I want to find something that will give us a chance to rule all worlds." the first woman said.

"Ah, I wish we weren't forced to go to this stinking place." A man with a British accent said.

"Really? I love it here." The first woman said sarcastically.

"That was a joke, right?" another male said.

"She was being sarcastic, you idiot." said a third woman.

The male growled at her.

"I still can't believe that our enemies, including that sorry excuse for a god, defeated us. Who'd have thought it?" the man with the flaming hair said.

"They just knew how to strike us. It seems we underestimate our enemies too much." Another man said.

"Why couldn't we have just killed them off in the first place? Haha! That would have settled things quick enough." A fourth woman said.

"You mean like when you were almost about to before you got stabbed?" One of the women said.

The previous woman wasn't happy when she heard that.

"Oh. And what about you before you fell from a cliff and got hit by a giant boulder." The previous woman said.

The woman who talked to her also wasn't happy to hear that.

"Well, I'm more fairer than you."

The previous woman wanted to kill her but one of the other persons stopped her.

"Come to think of it, I better ask it just in case." The woman said and walked towards a large mirror. She opened her arms and fondled them back "Slave in the magic mirror. Come from the farthest space. Through wind and darkness I summon thee. Speak! Let me see thy face."

The woman opened her arms again and summoned wind. A lightning strike was shown in the mirror and suddenly flames appeared in it. The flames began to disappear and it showed a face.

"What wouldst thou know, my queen?" The face asked.

"Magic mirror on the wall. Who is the fairest one of all?" The woman asked.

"Famed is thy beauty, majesty. But hold, seven lovely maids I see. Common clothes and a school cannot hide their gentle grace. Alas, they are more fair than thee." the face said.

"Alas for them. Reveal their names!" The woman demanded.

"A girl with golden skin and fire-like hair, once a villain now a hero. One with pink skin and dark pink hair, she loves parties and laughing. One with blue skin and rainbow hair, loves to sport. One with blonde hair wearing a Stetson hat, she is an honest farmer. One with yellow skin and light pink hair, she's sweet and kind and loves animals. One with white skin and purple hair, she loves fashion. And final, one with purple skin and streaked hair, she loves books. Friendship protects them and brought them together." The face said.

"Ha, I knew that mirror would say something like that." the woman she argued with said.

"Urgh. I tell you all one thing. Being stuck here with all of you, isn't making this world. Any. More. Bareable." The first woman said in annoyance.

But suddenly, a large bright purple light was shown somewhere in the city. The woman noticed it and looked outside the tower. There were lots of some kind of dimensional rifts and suddenly there was another explosion of light. The woman looked at it with curiosity. Suddenly a blue beam and a yellow beam where colliding against each other and fought for dominance. The yellow beam won and there was another large explosion of light. And to finish it, there was a large beam coming from above and it disappeared slowly. She suddenly noticed that her staff was sparkling because it felt something. She began to grin.

"That's the third time something like that happened. My staff is sparkling. It can't be a coincidence anymore. Do you all know what that is?" She asked to everyone in the room.

They were thinking very hard. But she quickly gave the answer.

"That's magic. A magic I've never felt before." She said.

"But this world doesn't have any magic." one of the males asked.

"It does now. This is the third time it happened. The first time was a large blue boom and suddenly there was a rainbow destroying something. And the second, was a large unicorn with wings shooting a rainbow at something." She explained.

"That does sound strange." One of the males said.

"My companions. I suggest we go to look for this magic source and use its power to rule this world and every other world in the universe." She said.

They all smiled and cheered. The woman looked at the raven.

"My pet. I need you. Go and find the place of this source and tell us everything. Go and do not fail me." She said to the raven.

The raven flew out of the tower and flew around to find the source of magic.

The woman began to smile and her staff began to glow green.

Hasbro and Disney presents

A Dinodisneylover1 crossover story

My Little Pony Equestria Girls
Invasion of Evil

Tara Strong
Rebecca Shoichet
Ashleigh Ball
Andrea Libman
Tabitha St. Germain
Cathy Weseluck
Kazumi Evans
Maryke Hendrikse
Diana Kaarina
Jonathan Freeman
Lucille La Verne
Betty Lou Gerson
Hans Conried
Pat Carroll
Ken Page
Jeremy Irons
Keith David
James Woods
Tony Jay
Sterling Holloway
Santino Fontana
George C. Scott
Billy Bletcher

and
Eleanor Audley

Voice replacements
Susanne Blakeslee
Frank Welker
Corey Burton
James Horan
Jim Cummings

Strangers in Town

Canterlot City.

It was a beautiful, sunny day and people were walking everywhere minding their own business. Somewhere in a cafe, people were drinking their usual drinks. But there were also three strange girls. One girl with blue skin who wore a dark purplish-red coat with short sleeves and a short pink skirt, her boots being a hotter shade of pink. Her sky blue hair with royal-blue streaks was tied in a simple ponytail behind her. Another girl was fuchsia skinned. She wore a white, sleeveless blouse beneath a green waist-cut jacket with the sleeves torn off, along with hot-purple pants and boots of a slightly darker color. Her hair was a solid purple with turquoise streaks that was split off into long pigtails held by star-shaped clips. The last of the three was a yellow skinned girl with long, and puffy harvest-orange hair that was tied back in a thick pony tail by a spiked band. She wore a purple, short-legged one-piece outfit, matching boots, purplish-pink sleeves and matching stockings. She also had spikes around her abdomen and on her boots. All of them wore a choker. But they had nothing on it. They didn't look very happy. A waitress brought their drinks.

"Here we go, misses. Two waters and one apple juice." The waitress said and walked away.

The girl with the ponytail gladly took the apple juice and began to suck the glass dry. The other two weren't drinking. Until the one with ponytails slammed her fist on the table.

"This isn't fair! How is this possible? We had them where we wanted them and, all of a sudden, they beat us. We can't keep living like this, Adagio." The girl said.

"You think I love it that our pendants are destroyed and that we're forced to eat human food? No! Look at us. We have to survive like vultures waiting after a predator finished its meal." The girl named Adagio said.

"Oh, if I ever see one of those rainblossoms again..." The girl with pigtails said while looking at her fingers that formed to claws.

"Aria, it won't help if we sit here and think how we're going to get revenge on those girls. We need to act now." Adagio said.

"But how? Our pendants are destroyed. Without them, we can't use our powers." The girl with the ponytail said.

"Ugh. We can't even trust you to think of an idea, Sonata." The girl named Aria said.

"Hey, I can think of great ideas if you give me the chance!" The girl named Sonata said.

"Ha! Give you a chance? We can't give you a chance because you don't have any brains." Aria said.

"I do have brains!" Sonata yelled.

"Shut up! Both of you! Listen to yourselves. It doesn't help if we argue. Besides, you two arguing gives me a headache." Adagio said.

"She started it." Sonata said.

"Me?" Aria asked.

"Urgh. You two are seriously the most idiotic sirens I've ever met. If we don't figure something out, I'm gonna kill myself." Adagio said.

But they didn't notice that three strange people were walking pass the window where the Dazzlings sat and suddenly they entered the cafe. The three people were two men and one woman.

One of the two men is of moderate stature and generally good-looking. He has fair skin and a light dusting of freckles across his nose, auburn hair, sideburns, and "dreamy" green eyes. And he wore navy blue trousers, black boots, a magenta cravat, blue shirt, indigo vest, black epaulets, gold aiguillette, and a light gray-and-black blazer with patterns. The woman was skeletal and her hair was half black and half white. She wore a black dress, an enormous mink coat which swings about her like a cloak and red shoes with high heels. She also wore red gloves and a ring. The second man who stood in the middle was a tall, bony man with a twisted, black goatee and a faint mustache, as well as grey eyeliner. He wears black robes that reach the ground over top a red garment with bell sleeves. Underneath this second garment, he wore another shirt, this one black with very close-fitting sleeves that reach his wrists. The shoulders of his outer robe are pointed and connect to a long, billowing black cape with a blood red interior. His shoes are brown and the tips curl inward. A red-violet sash is tied around his waist. He also wears an odd, light-colored garment that covers his neck, the back of his head, and his chest. He sports a distinctive black headdress, seemingly a type of mitre, with a thin, yellow pattern wrapping around the middle, what seems to be a ruby set in the front, and a bright red feather placed just above it. But what makes him even more special is that he's holding a staff that resembles a cobra.

The three stood there for a moment. Everyone in the cafe was watching them, even the Dazzlings. The three began to walk towards the cashier. Some of the people thought they were a bit odd and some just kept on drinking. The three people walked pass the Dazzlings. The three girls kept looking at them.

"Wow, look at those three." Sonata said.

"Pfrt. Like that would surprise me." Aria said.

"Such strange clothing." Adagio said.

The three people walked to the cashier and stopped. The cashier looked at them.

"Can I help you?" The cashier asked.

"Yes. Three glasses of water, please." The man with the snake staff said.

"Coming right up." The cashier said.

The woman with the fur coat carried a cigarette holder. She sucked on it and blew a cloud of green smoke. The cashier and other people had to cough by that. Even the Dazzlings. Many people looked unamused at them.

"Excuse me, ma'am. Will you not smoke in here? It's not healthy for the people." The cashier asked.

"I don't see..."the woman said.

But before she could finish her sentence, the man with the snake staff interrupts her.

"Put it out, Cruella." The man with the snake staff said. "We don't want any trouble at this moment."

The woman named Cruella sighed in annoyance and putted the cigarette out. "People these days."

The cashier looked at them again.

"Isn't it a little early for Halloween? It's only within two days." The cashier said.

The three people looked at each other and the man without the snake staff spoke.

"Well, uh, yes. It's better to dress earlier." He said.

The Dazzlings still coughed the smoke out of their mouths.

"That woman sure has some nerve to smoke here." Adagio said.

"I know. I like her." Aria said with a devious smile.

With that, Sonata and Adagio looked at her with a raised eyebrow. Meanwhile, the cashier gave the three people their drinks.

"Here you go. That would be three dollars, please." The cashier said.

Cruella and the two men looked at each other with a devious smile. The man with the snake staff came closer to the cashier. The cashier became a bit uncomfortable.

"Um, aren't you going to pay?" The cashier asked.

The man looked at his snake staff and placed it right in front of the cashier.

"Don't worry about it." Suddenly, the eyes on the snake staff began to glow red and swirled around in circles. Making a hissing sound while doing it. "Everything will be fine."

The cashier looked at the staff and her eyes began to swirl too. "Everything will be...fine." She said.

"Is it alright to have the drinks for free?" the man asks.

His face could be seen in both the eyes of the snake staff. Smiling.

Adagio saw the whole thing while nobody else did.

"Sure. Whatever. We have no problem with that. Here you go. It's on the house." The cashier said as she gave the drinks to them.

The man drew his snake staff away from her, but her eyes were still swirling.

"You are very kind. We really appreciate it. Now I think there are still some people who want another drink. Hm?" The man said with a smile.

"Uh, yes. That would be...very good." The cashier said before walking towards the other people to ask for anymore drinks.

The man and his companions drank their own drinks. When their glasses are empty, they were ready to leave the café.

"Come on. We don't want to keep her waiting, do we?" The man with the snake staff said.

The three people were walking towards the exit, they walked passed the Dazzlings again. But suddenly, the man with the snake staff stopped for a moment. And looked at Adagio. He gave her a suspicious look. Adagio stood still and stared back at him. Then the man walked further and the three left the building. Adagio was still staring. She brought out a little red shard. She looked at it and it began to sparkle. She looked at the three people again and began to smile.

"Girls, I think we found the solution to all our problems." Adagio said with a devilish smirk.

"Work as sexy waitresses?" Sonata asked with a smile.

Aria and Adagio gave her an eye brow. Adagio slapped her hand against her head.

"Ugh. Those three people we just saw." Adagio said clearly.

"What's so special about three customers?" Aria said.

"Those weren't customers. Didn't you see what that man did to that cashier? Didn't you see he did something with that staff?" Adagio said.

Aria and Sonata looked at each other and shrugged at Adagio.

"Magic!" Adagio yelled but soon realised how loud she was.

Everybody in the café looked at her. She smiled nervously at them. They all turned their head back and went on with their normal routine. Adagio cleared her throat.

"It was magic. He hypnotized that cashier with his staff. I saw the eyes on the snake staff glow red." Adagio said.

"So who do you think they are?" Aria asked.

"I don't know. And to be honest I've never seen people like them before. But we're about to find out. Come on, girls. Drink your drinks and follow me." Adagio said while she finished her drink.

She raised from her seat and went to the door.

"Um, Dagi. Shouldn't we pay first?" Sonata asked.

Adagio looked at the cashier who's still under the man's spell.

"I don't think she would ask for any payments at this moment. Let's go while we have the chance." Adagio said and the Dazzlings left the café.

After the Dazzlings left the café, they were trying to search for the three strange customers they just saw. And they found them. They were walking five metres in front of them. So Adagio, Sonata and Aria followed them as quiet and unsuspicious as possible. Suddenly, the three customers stopped and the Dazzlings came closer to them before hiding behind an alleyway. They're watching the three people and listened to their conversations.

"So what is she planning now?" The man with no staff asked.

"Her raven, Diablo, has been sent to inspect the strange source she saw." The man with the staff said.

"I think that she's seeing things." Cruella said.

"I've known her for very long. She never jokes if it was serious. Who knows, maybe this could be a perfect chance to get this world in our possession. And soon the rest." The man with the staff said.

The Dazzlings listened to everything they say.

"Are we going get taco's after this? Because I'm very hungry." Sonata said loud.

Adagio quickly covered her mouth and the three were quickly hiding in the alleyway. The three people heard her and turned around to look.

"What was that?" The man with the staff asked.

"Did you say anyting?" The man with no staff asked Cruella.

"No." She said.

The man with the staff kept looking around until he stopped.

"Come on. Let's keep moving. Even the walls have ears." The man with the staff said.

They walked further. The Dazzlings' heads appeared once again. Adagio and Aria gave Sonata an angry look.

"Can't you for once keep your mouth shut?" Adagio said.

"Sorry, Dagi." Sonata said.

"Come on before we lose them." Adagio said.

And the girls kept following them.

After minutes of following, they came closer to their hide-out. There was a thick cloud of fog, but soon the fog became lesser and lesser. And then the Dazzlings saw it, a large fortress that no one knew was there. The Dazzlings were hiding behind a bush and watched the three people standing in front of the gate. The girls suddenly saw that the gate began to open. It revealed some small monstrous creatures. Some of them looked like birds, pigs, crocodiles and sometimes something in between. They welcomed the three visitors and let them enter. While they were inside, the gate closed.

"Well, what do you know. A fortress. And no one knows it's here." Adagio said with interest.

"What do you think is inside there?" Aria asked.

"Our chance to defeat the Rainbooms once and for all and get this entire world adore us." Adagio said while smirking.

"I don't know for sure. That fortress looks kinda creepy to me." Sonata said.

She looked at the fortress in fear. It became more frightful for her when lightning struck from above and showed the scary nature of the fortress.

"Well, we're going in anyway." Adagio said.

"Didn't you see those creepy little men? They would never let us in. And with our pendants destroyed, we definitely won't have a chance." Aria said.

Adagio placed her hand to her chin and began to think. Suddenly, she had an idea and snapped her fingers.

"Come on, girls. Follow me to town." Adagio said.

"But aren't we going to..." Aria asked.

"Just follow my lead. Trust me on this. We'll return in the middle of the night." Adagio said and walked away.

Aria and Sonata looked at each other. They shrugged and went after her.