A Nightmare's Night for Fillies

by Foal Star

Rating: everyone
Tags: Slice of Life
Length: 7599

Luna decides that this year she'll exeperience Nightmares night the best way possible. By turning herself into a filly

Luna has decided that this Nightmare Night she will go to Ponyville, not as Nightmare Moon, but as Nyx. As Luna bonds with Twilight and enjoys her sweets, she sees that Pip is disappointed that Nightmare Moon didn't come this year, so she tries her best to make things right.

Editor Superpinkbrony12

Published 1970-01-01 00:00:00 UTC
Last updated 2016-11-07 12:43:36 UTC

Prolouge: Luna's Request

                   Luna was watching as a unicorn colt with a bright white coat and cerulean eyes  and his younger sister (who was also a unicorn) with a paleish purple coat and violet eyes were carving pumpkins in their kitchen. The colt giggled as he finished his pumpkin and turned it, around revealing two crazy looking eyes and it sticking out its tongue, “Look, Twily, mine has a silly face.” He boasted.

                  The young filly turned from her carving and said in reply, “Shining, they have to have scary faces. That's what it says on ‘How to make a proper Jack-o-lantern on Nightmare Night’.”

                   Shining nudged his sister, “You’re such an egghead!” He teased.

                   “Am not! I’m well read!” Twilight shouted in reply

                   “Now, now, you two, what did I say about fighting?” Their mother asked, as she trotted into the kitchen, she was a unicorn mare with the same coat as her son, and her eyes were a slightly lighter shade blue than his. But her mane and tail were styled similar to her daughter’s, including the skunk like stripe running down the center (her name was Twilight Velvet, but to avoid confusion with her daughter who shared her first name, she was often called simply Velvet).

                  Shining looked up, “We weren't fighting, Mom. It’s just Twilight being an egghead again.” He said as innocently as possible

                   “No I'm not, Shining was making his pumpkin wrong.” Twilight retorted.

                   “Hey both of your pumpkins look fantastic,” Twilight Velvet said with a sincere smile. She came up and nuzzled them, kissing them on the foreheads. She replied, “Are you two ready for candy collecting?”

                   Twilight jumped out of her seat, “Yeah, I want to try on my Starswirl the Bearded costume!” She eagerly shouted.

                    Shining giggled, “Well, I'm going to be a knight! Right, Mom?”

                   Twilight Velvet smiled, “Of course. How about we put your pumpkins on the front porch?”

              “Wait, mine’s not done yet!” Twilight shouted! She finished her pumpkin with delicate precision.“Finished.” She turned the pumpkin, showing a, evil smiling jack-o-lantern.

                    “Oh honey, that’s beautiful.” Twilight Velvet smiled again.

                   Twilight rose her head in pride, “Thanks, Mom, I just followed the directions.”

                    Shining rolled his eyes as Twilight Velvet turned to face him, “Shining, yours is beautiful too.” She told him.

                     Shining blushed as his mom rubbed the back of his head. Then Twilight Velvet continued, “Well how about you two go upstairs to change into your costumes? I know you’ll get lots of candy tonight.”

                     The two foals ran up the stairs as Twilight Velvet smiled at them lightly. Nightmare Night was always a fun night for foals.

                      Luna left Twilight’s dream as she went back to the real world in Canterlot. Here she continued on her way through the castle with her head hung low, She went back to her room and sat down on the bed. She continued sitting down on her bed until she felt the rays of her sisters sun shine through. She looked through her window to see her raise the sun outside her window. All the while she pondered, “Do Celestia and I have such memories of doing fun activities together? Nightmare Night was never established until after I had left, but surely we still at least carved pumpkins, right?”

                       Celestia came forward looking up at Luna with her head hung. “What’s wrong, sister?” She asked.

                       Luna smiled at her sister, “Oh, it’s nothing. Nothing at at really.”

                       But Celestia only came closer and whispered, “Come on Luna, something's bothering you and the last time I ignored it the end result saw you banished to the moon for 1,000 years.”

                       Luna sighed, “I can’t remember anything from our foal hood that we spent together.”

                       Celestia gasped, “Really?! That's just terrible!”

        “It's quite alright dear sister. It’s not that big of a deal.” Luna lied, hoping her sister wouldn’t notice. She did.

        “There’s something else, isn’t there?” She asked her sister.

      Luna turned her head, “I can’t say, you’d think I’m crazy.” She protested, the idea was too outlandish.

    But Celestia just sat next to her sister and whispered, “Come on, you can tell me. We promised never to keep secrets from each other after the Nightmare Moon incident.”

       Luna dropped her head again and mumbled, “Please don't laugh at me when I say this.”

      Celestia was looking at her sister as she said sincerely, “I promise that I won't laugh at you. Now, what is it?”

        “I...I  watched Twilight’s dream last night, in fact It was more of a memory of Shining and her carving pumpkins as foals,” Luna replied nervously. “Seeing that has made me wish to dream up a fantasy of my own: Wanting to experience Nightmare Night as a filly.”

      Celestia stifled her urge to laugh, “You think that I would be disappointed with you for that, Luna?” She asked.

    Luna looked up and blushed, “You don’t think it’s weird?”

       Celestia shook her head, “No, Luna I think it’s fine. You're not the only who has reminisced about other ponies and their foal hoods. There are days that I find myself missing when Twilight was but a filly and she was my young student.”

        Luna sighed, “I'm going to get some sleep. But thank you for your concern, sister.”

       Celestia was still concerned about her sister but she decided not to pry any further. “Just ask if you need anything.” She told Luna, as she got up from the bed. Luna was already getting under her covers as her sister eyed her and sighed. Quietly, Celestia stepped out of the room and shut the door behind her. If only there was some way she could help her sister to address these reminiscent feelings.

        That night, after Luna had raised the moon over Equestria, Celestia was walking back and forth in front of her sister’s chamber. She was trying to think up a good excuse for her proposal, when she heard an unfamiliar noise. ”Luna, is that you?” She asked from the other side of the door.

        Luna gulped and opened the door slowly, “Yes sister, it’s me. I’m… sorry for disturbing you when you should be resetting.”

          “Is something wrong?” Celestia asked her younger sister.

        Luna looked like she was going to start sweating profusely, before she finally breathed out a sigh and and invited her sister in fully determined to explain to her what she was going. “Sister, this may seem crazy but remember what I said about wanting to actually experience Nightmares Night as a filly?” She asked.

        Celestia was a bit stunned as she asked, “Luna, you do realise that even for one night, you being a filly could prove disastrous, right?”

      Luna tried to resist the urge to roll her eyes, “That's why I've been busy this whole afternoon, sister. I looked up a temporary age spell that’ll only regress me to the age of a filly for a single night. Please sister, I want to experience Nightmare Night without scaring everypony this year. I want to see what it’s like.”

     Celestia smiled as she replied, “Well, I can't stop you from having a little fun for a change. But as a filly you're going to need a guardian, and I’m unfortunately going to be too busy to fulfill that role. My royal duties keep me very busy.”

        Luna smiled, “Actually, I was hoping Twilight could be my guardian for the night.”

    “You do know that she isn't my student anymore, right?” Celestia asked Luna.

       Luna looked at the ground, “I was thinking more along the lines of asking her myself. It’ll be easier that way anyways.” She said sheepishly.

  Celestia smiled, “Alright, I’ll allow you to be a filly for Nightmare Night. On one  condition.”

        Luna tilted her head and asked, “What’s that?”

             Celestia giggled, “Get me some pictures with you and Twilight. I want to make sure I have a way to always remember this.”

             Luna nodded, “Sure thing sis, I'll make sure Twilight gets some cute ones just for you.”

         Luna flew to Ponyville a short time later, arriving at the front door of Twilight’s castle, which she quickly knocked on.

      ”Coming!” Spike shouted. He opened the door and upon seeing Luna he bowed and replied, “Oh, Princess Luna. What a surprise to see you here your majesty”

          Luna smiled, “Stand up, Spike. It’s quite alright. This isn’t an official royal duty,” Spike looked up as Luna added, “But I do need to speak to Twilight on an urgent matter.”

     “Of course, right this way,” Spike replied. He lead Luna through the castle to Twilight’s room. Spike knocked on the door. “Twilight, Princess Luna’s here to see you. She says it’s urgent.” He called.

         A moment later, Twilight quickly opened the door and bowed despite the sleeping cap on her forehead, “Princ-” She began, but before she can finish Luna scooted Spike out into the hallway and hurriedly replied,”Thank you for your services Spike, now please go along.” She quickly shut the door and placed a magical lock around it to keep Spike out.

    “You could’ve just asked politely before you shut the door on me.” Spike huffed, and went off in a huff.

     Meanwhile, Twilight was trying her hardest not to freak out. Having the Princess of The Night show up on your doorstep without advanced notice seldom meant good news. “Did something break out of Tartarus again?!” Twilight asked. “Have the changelings returned?! Has some ancient evil thought defeated reared its head again?!”

   Luna turned to Twilight and explained, “Nothing is wrong, I came because  what I will ask of you will be no trivial task.”

    Twilight perked up, “Princess Luna I faced Nightmare Moon, Discord, Chrysalis,  King Sombra,and Lord Tirek in that order. I can handle anything.”

    Luna sighed and had to pause for a few seconds before asking rapidly, “Twilight can you care for me as a filly for Nightmare Night?”

     Twilight was stunned and seemed not to understand. “I’m sorry I didn’t catch that.”

    Luna blushed and asked again, “Can you be my guardian while i’m a filly for Nightmare Night here in Ponyville?”

   Twilight looked up at Luna who was looking at her with pleading eyes. Unsure of what to do and not wanting to disappoint the princess Twilight reluctantly said, “Sure, I wouldn't mind.”

     “You sure I’m not intruding on any plans you’ve already made?” Luna asked again. “I know you have your own student now, even though she is currently away visiting Sunburst in The Crystal Empire. You’ve got a lot of responsibilities that come with taking on a student.

       But Twilight only shook her head, “At the moment I don’t have anything of importance to tend to. In fact I’ll be chaperoning the colts and fillies for candy gathering this year. But…”

      Luna gasped thinking Twilight was changing her mind, “But what?” She asked.

   “Oh I'm just curious. Why do you want to be a filly again?” Twilight asked bluntly.

     Luna, relieved that Twilight wasn’t changing her mind smiled and said, “Well, I have to apologize for something. I have watched you dreams. Many times they are memories of you and your brother. To be honest I don’t remember having any such memories with my sister and I just wanted a chance to experience something fun. Like what you experienced with Shining.”

                Twilight was taken back, “I’m sorry about that. I..I didn't mean to pry. Though I would’ve appreciated you asking permission before delving into those personal memories. There are some I’d rather nopony see.” She blushed at the thought of Princess Luna seeing some of her more embarrassing memories as a foal and young filly.

              “It’s fine,” Luna replied. “It's only fair you be a bit shocked, what with me looking into your dreams without your permission."

               Hoping to change the subject Twilight looked around and asked, “So, besides that do you have a spell ready?”

                Luna replied, “Of course I do. I wouldn't be asking if I didn't.”

               “How about raising and lowering the moon?” Twilight continued. “I don’t know if Princess Celestia can just take over doing that again.”

              Luna replied again and explained, “I’ll raise the moon the night of Nightmare Night and then come straight here to perform the transformation. My sister should be able to take care of lowering the moon for one night without my assistance. By morning I’ll be back to being my old adult self.”

              "But won’t the ponies of Ponyville miss your presence?” Twilight asked. “Pipsqueak especially was looking forward to seeing you again.”

              Luna responded, “I'll tell them I have prior engagements and will have no time for fun this Nightmare Night. That should hopefully be an adequate enough explanation for them.”

             “And about you as a filly?” Twilight asked with concern. “Ponies will ask where you come from, especially since you’ll be quite noticeable as the only alicorn among ponies."

      “I can make up some story about a filly just passing through Ponyville,” Luna replied. “And you needn't worry about the alicorn part, I have a way of making sure they stay hidden. A cloak should do just fine.

                 Twilight nodded, “Alright I think we covered everything. Except, what kind of costume would you like?”

                 Luna pondered then smiled, “A witch’s costume will be perfect.“She then hugged Twilight with the young alicorn being quite stunned at the gesture. “Thank you, Twilight, for doing this.” Luna said happily.

                 Twilight hugged Luna back, “It’s no problem. As long as you’re sure Celestia is okay with this. I don’t need any problems.”

                 “My sister is already onboard with this, she was the one who I first confided in about my desires,” Luna replied and she began to trot out the door but not before she added, “Good night, Twilight. I await our engagement tomorrow.”

               “Can’t wait.” Twilight replied with a sheepish grin.

                Luna took off from the ward and went down the stairs, as Spike came up with a comic clutched in his claws and he asked, “So, what was that all about?”

               Twilight looked at Spike nervously, “Spike, I’m going to need you to keep a secret.” She told him.

Chapter One: Luna and the Cutie Mark Crusaders

    The days leading up to Nightmare Night passed quickly and soon it was upon Equestria once again!

            Luna was in Twilight’s chamber, as she sat down on her bed trembling all over. Twilight came into her room and, when she  saw Luna nervous and unsettled she asked “Hey Luna, you okay?”

    Luna looked up, “Yes, Twilight, but are you sure you can handle me, even if I get a bit roudy?”

    Twilight giggled. “It’s fine, I don’t expect you being a filly will be easy but I think it's going to be well worth the experience.”

    Luna gave Twilight a nervous smile, “Do you wish anything from me? I could make the  moon brighter when you read during the night? I can even give you wonderful dreams.”

    But Twilight replied back, “It’s okay, I don’t mind just helping a friend and fellow princess.”

    Luna gulped, as she went to the center of the room “Alright then, but I need to warn you of something.”

    “What's that?” Twilight asked.

    “As a filly, I will lose my memories of any spells that I've learned. However, I’ll still retain a lot of my magical stamina.”

    “You mean you could be like Flurry Heart?!” Twilight exclaimed!

    Luna giggled. “I hope not. Just, keep a good eye on me.”

    Twilight gulped, “I’ll do my best. You ready to be a part of Nightmare Night?”

Luna nodded, then she looked at Twilight and told her, “Stand back, I don't think we both need to be fillies!”

Twilight stepped back, and watched as Luna’s horn glowed, while tendrils of magic wrapped around her. Her body grew smaller and a bright flash shined through the room. Twilight had to adjust her eyes to see a small filly that now stood where Luna had been. She was stocky with a plump little body, and big round purple eyes. Her mane and tail were shorter, and when she looked at rump she saw her cutie mark was no longer there.

Luna looked around and looked up at Twilight as she asked, “Twilight did the sp-” She gasped hearing her voice and how high pitched it was. She looked down to see the floor was closer than it was before. She opened her small stubby wings now at her side and was speechless.

Twilight was beyond amazed, “Luna, the spell was flawless!”

Luna went to a mirror, gazed upon her reflection and stared at it for a while until Twilight smiled down at her “ You ready for Nightmare Night?”

Luna chirped, “Yeah! You got my costume?”

Twilight went over and took out a bag with a big “R” on it. “I had Rarity make this a while back.” She took out a cloak that was covered with different stars and patterns ,and helped tied it around Luna’s neck. Luna was bouncing up and down in it from the moment it was on, prompting Twilight to tell her. “Luna, hold still!” She took out a little witch's hat and placed it on the filly’s head.

Luna looked at her reflection and exclaimed, “Wow I look like a witch!” Then she stared at Twilight. “It's beautiful, but when you got Rarity to make this did you tell her who it was for?”

Twilight blushed, “I may have left out of some of the details.”

Relieved that her secret was safe, Luna was now running around the room shouting, “Can we go gather candy now?!”

“In a minute, I have to get my costume on,” Twilight replied. “How about you go to Spike and show your costume to him?”

Luna giggled, “That’s a great idea!” She flew down the stairs shouting, “Spike! Look what Twilight got me!”

Meanwhile, Twilight sat down while wondering just what she had gotten herself into.

“Oh then Twilight came to me and gave me the costume and now I'm going to go out and gather candy!” Luna said, as she shouting and bouncing all around Spike.

Spike found Luna’s antics funny, if a bit annoying. “Alright, calm down. There’s no need to get all hyper.” He told

Luna gasped and became apologetic. “Oh, I’m sorry! I got over excited.”

Spike smiled at the filly Luna, “It’s alright, but you have to remember to control that when the other colts and fillies ask who you are. Speaking of which, do you remember what you’re to tell them?”

Luna groaned, “I know, I’m Nyx. A filly from Canterlot, visiting Ponyville for Nightmare Night. Do you know how many times Twilight had me rehearse that?”

Spike rolled his eyes, “Yeah, I know. She had me rehearse it a hundred times too.”

Luna giggled, “Is she always so orderly?”

“She was worse before we came to Ponyville, but yeah she likes making sure things are perfect.” Spike replied.

Just then, the two heard a clamor of knocking. Spike came to the front doors of the castle and opened the mto a bunch of colts and fillies shouting, “Nightmare Night, what a fright! Give me something sweet to bite!”

The children pounced on Spike a moment later, prompting him to shout. “Nyx, help!”

Luna’s horn glowed and she teleported over to the fillies who all looked at her with amazement when she shouted, “Hello! I’m Nyx! I'm a filly from Canterlot here to experience Nightmare Night in Ponyville!”

The other colts and fillies gazed at her, scrutinizing her with awe, and asking her questions. Sweetie Belle, in a frilly princess costume asked, “Hello, I'm Sweetie Belle are you always so powerful with magic?”

Nyx giggled, “I don't know. I have a magical outburst now and then.”

Scootaloo was in a wonderbolts costume as she observed Nyx, “I’m Scootaloo and do you have your cutie mark yet?”

Nyx gulped, “Um...yeah...but I don’t want to show it off.”

Apple Bloom replied, “I'm Apple Bloom, and is it okay if we can see it?”

Sweetie Belle nodded, “Yeah, Nyx, we wanna see it. And are you one of Celestia’s students by any chance?” Nyx starting sweating and moved backward, she hadn’t been expecting such questions.

            Just then Apple Bloom said to her fellow crusaders, “Hey Sweetie Belle, Scootaloo, can I talk with you two for a second?” They reluctantly trotted away, and whispered amongst each other. “Look she’s new and nervous, I think we should lay off all the questions.” Apple Bloom suggested.

“But what if she doesn't have her cutie mark?” Sweetie Belle asked. “What if we have to help find her special talent?”

Scootaloo scratched her chin, “Maybe we can make friends with her first, then we can help find her special talent.”

Apple Bloom shouted, ‘That’s a great idea!” Then all three shouted at once! “Cutie Mark Crusaders unite!”

They went back to Nyx and Sweetie Belle asked, “Hey, you want to be our friend?”

“Sure I would love to!” Nyx replied cheerfully. “Hey, how about we play a game? Catch me if you can!” And she took off running, with the crusaders following after her. Soon the three were chasing each other through Twilight’s castle.

Twilight came down the castle steps in her Starswirl The Bearded costume as she smiled at all the children now running around her castle. Then she asked, “Hey, Spike, can you help get the foals together.”

“What does it look I’m doing!?” Spike replied, as he was keeping a couple of foals from bouncing on the couch.

Twilight sighed, “How, Pinkie Pie can handle all these foals is beyond me.”She thought, then she shouted, “Hey, you all want to go gather candy?!”

“Yeah!” The foals cried in unison.

Twilight smiled, “Alright now, let’s all stay together. No wandering off.”

Twilight started to herd the foals out the door as Spike looked around and asked, “Um Twilight, did you see Nyx and The Cutie Mark Crusaders?” By any chance.

Twilight looked around and sighed, the four fillies were nowhere to be found. “Oh no!” She exclaimed.

Twilight went upstairs, shouting and galloping through the halls.

Sweetie Belle and Apple Bloom ran past shout, “We’re the headless horse!” As they chased after Scootaloo.

”Nyx, help, she's almost got me!” Scootaloo cried.

Nyx squinted her eyes. “Don’t worry, Scoots, I’ll save ya!” She lit up her horn. A moment later, a giant magical blast came from Twilight’s room!

Twilight raced inside to see her bed and bookshelf knocked over ,and her sheets torn. Nxy was helping Scootaloo up, as Apple Bloom saw that Nyx’s cloak was ruffled revealing the filly’s blank flank. The fillies looked up as Luna gasped, “I’m sorry, Twilight, I was just trying to help Scootaloo escape the headless horse.”

Twilight sighed and her horn glowed. The room repaired itself effortlessly, as she told the fillies, “It’s just an accident, and luckily nopony got hurt. Now why don’t you four go downstairs with the rest of your friends, and stay out of trouble?”

The four fillies all nodded and prepared to head downstairs. That was when Twilight called, “Nyx, stay here please. There’s something you and I need to discuss.”

The Cutie Mark Crusaders gave Nyx a worried look as she smiled back, “It’s okay, you three go on ahead.”

     The three went downstairs as Twilight fixed Nyx’s cloak and hat with a little bit of magic (she was relieved Rarity had taught her how to mend holes and tears in fabric). Then she told the disguised filly. “Luna I know you're a filly, but you need to have better control of yourself.”

     Luna nodded with remorse in her eyes, “I'm sorry, I got carried away again. I really didn’t meant to let things get so out of control.”

     Twilight gave Luna a hug and told her, “I’m not angry at you. I just need you to be more cautious. If you don’t, somepony could get hurt.”

     Luna nodded as she looked up at Twilight. “I'll do my best,” She gave Twilight a big hug, who just blushed as the filly whispered, “Thanks for not getting mad at me.”

     Twilight ruffled her mane, “It’s alright, I know you meant no harm. But remember what I said. Now come on, the rest of your friends are waiting.”

     Luna and Twilight then both went stairs together, with The Cutie Mark Crusaders looking at what they still thought was Nyx, with concerned expressions. Then they all started to apologize, starting with Apple Bloom. “It wasn’t Nyx’s fault.”

              “We were just playing a game!” Scootaloo added.

              “We should be in trouble, not her!” Sweetie Belle finished.

      But Twilight replied, “Calm down, everypony, Nyx isn't in trouble.”

      The crusaders sighed in relief, as Nyx came up to them and they gave her a big group hug.

              Twilight then cleared her throat and said to them, “Alright, come on, the night is growing late.” They went back to join the rest of foals, who were all growing anxious.

               Spike was doing his best to entertain them by burping flames and having candy appear.

       The foals all turned, and upon seeing The Cutie Mark Crusaders and Nyx they began shouting, “Can we go now!?”

       “Of course, let’s be off,” Twilight replied. “And remember to stay close together at all times. Then she, Spike, and the foals set off into the moonlit night.

         As Twilight lead the foals down the road to the heart of Ponyville. Pipsqueak came up to Nyx’s side and quite shyly he said, “Hi Nyx, I’m Pipsqueak, but you can call me Pip.”

         Nyx smiled at Pip “It's nice to meet you, Pip.”

         “So, are you going to stay in Ponyville?” Pip asked.

         But Nyx replied, “No, I’ll be going back to Canterlot tomorrow.”

        “Oh, well I’m not from Ponyville myself. I moved here from Trottingham.” Pip chirped.

        “How is Trottingham, did you like it there?” Nyx responded..

        Pip shook his head, “It was okay, but Ponyville is way better and I’ve made a lot more friends here than I did in Trottingham.”

    “Yeah Ponyville is great, is it not?” Nyx replied.

     Pip nodded, “Moving here is the greatest thing that’s ever happened to me. I was even elected student president over a year ago.”

    Luna smiled at him, “That’s amazing, Pip! I wish I could’ve been there to see it!”

        Meanwhile, The Cutie Mark Crusaders were all talking to each other in whispers. “I saw Nyx’s rump. She doesn’t have her cutie mark yet!” Apple Bloom told them.

        Sweetie Belle whispered, “I knew it.”

        Scootaloo grew concerned as she added, “I overheard her conversation with Pip. She’s going back to Canterlot tomorrow.”

        Apple Bloom became downtrodden and sighed, “That means we have only tonight to help find her cutie mark.”

       “Then it’s settled. We help Nyx find her cutie mark before Nightmare Night is over!” Sweetie declared.

        “I agree.” Scootaloo nodded.

        “Me too.” Apple Bloom added.

        “Cutie Mark Crusaders unite!” The three shouted, and went over to Nyx and Pip “Hey girls, meet my new friend Pip!” She greeted.

         Twilight looked back to see Luna now chatting with The Cutie Mark Crusaders and Pipsqueak.“Maybe things won’t be as chaotic as I thought.” She thought to herself.

Chapter Two: A not so haunted house

             “Nightmare Night, what a fright, give me something good to bite!” The foals chanted as they stood outside Sugarcube Corner with their bags wide open, looking up as the door slowly opening revealing Mr. and Mrs. Cake dressed in giant slice of cakes for costumes, while the twins were bouncing and giggling on Mr. Cake’s back dressed in little cheery costumes.

              Mrs.Cake dawwed at the foals and cooed, “Oh, you're all so adorable!”

              Mr. Cake smiled, and started placing candy in the foals bags. He soon looked upon Luna and smiled at her “Oh hello, you must be new. Don’t recall seeing you around here before.”

      Luna blushed and quite shyly replied, “Hi.”

      “I’m Carrot Cake but you can call me Mr. Cake.” The lean yellow stallion replied as he placed candy in Luna’s bag.

      “Thank you, I’m Nyx.” Luna whispered.

       “Mrs Cake smiled, “Oh, did you move to Ponyville?”

        “Nyx” sighed and whispered, “No, I just came to visit for Nightmare Night.”

        “Well, I hope you enjoy your stay here.” Mrs. Cake replied back.

         Nyx nodded,waved her right forehoof, and shouted, “I will!” Before she left with the other foals.

     Twilight smiled, as Nyx came bouncing towards her. “Wow looks like you got a lot of candy.” She commented.

     “Yeah! I never had so much fun in my life!”  Luna shouted back.

      Just then, Pinkie came bounding up to them in her chicken costume shouting “Twilight!” She bounced right in front of them, tackling Luna into a hug as she asked Twilight, “Oh, so this is that Nyx filly you were telling me about?!”

       Luna gave her a smile and gasped, “Yeah, I'm guessing you’re Pinkie Pie.”

                   “Yeserie little filly!” Pinkie replied, as she placed Luna on the ground and took out a camera, snapping a few photos.

    ”Thanks, Pinkie.” Nyx commented.

     “No problem, sweetheart.” Pinkie chirped.

     Luna galloped away with the rest of her friends, while Twilight turned to Pinkie and asked, “Pinkie, I have to ask, are there any tips on keeping these foals in line? I’ve already had problems.”

        “No not really, but you seem to be doing a fine job.” Pinkie commented.

         “It only seems that way,” Twilight admitted. “Nyx especially has been quite a hoofful.”

         Pinkie gave her friend a big smile, “I can take over if you like. Want me to do so?”

        “No, no, it’s fine. I can manage tonight, besides it seems like you're busy.” Twilight insisted. Regardless of how she felt about all of the foals, she knew she had to watch over them in order to keep Luna posing as Nyx under wraps.

         “Yep! But I can-” Pinkie began.

         Twilight interrupted by shaking her head, “It’s fine, you can go back to looking for candy.”

         “Alright, but just ask if you need help,” Pinkie offered as she bounced away. “Just say the word and I’ll come bouncin.”

          Twilight watched her pink coated friend disappear into the distance, then she turned her attention back to the foals. “Come on, the night is young,” She told them. “There’s still tons of candy left to collect.”

          With Twilight leading them, the crowd of foals went door to door chanting and asking for candy.

           Luna and Pip were falling behind, both lugging their large hauls from Sugarcube Corner, as they trudged along the road, trying to keep up with Twilight and the rest of the foals.

           Eventually, Luna had to drop her bag and stop to catch her breath. She panted and was starting to feel the aches and strains on her small body from carrying such a heavy load.

           Pip was tired as well. He placed his bag of candy down right beside Nyx to rest. Luna looked up with a weak smile and asked him, “Hey, Pip, how was your haul?”

           Despite being tired Pip turned his head towards his new friend and responded quite gleefully, “Terrific ,I think this is the most candy I’ve ever collected since moving here!”

             Luna chirped. “That’s wonderful! I’m glad to hear that.”

             Just then, The Cutie Mark Crusaders came by, dragging their loads of candy and grunting, while struggling to keep their bags from spilling. “Hey, you two need help?” Scootaloo offered.

            Luna turned to see her new friends coming towards her and Pip, and she smiled as she'd told them. “We’re fine, Pip and I just needed to catch our breath for a second.”

            Pip curiously turned to The Cutie Mark Crusaders and asked, “So, have you three gotten a lot of candy too?”

           “Yeah, I got quite the haul.” Sweetie Belle boasted, displaying her heavy bag.

            “I didn’ expect to get so much candy this year.” Apple Bloom grunted as she dragged her bag of candy by her teeth.

            Scootaloo crawled up to them with her bag of candy strapped to her back while shouting, “Yeah, this was the best year ever! I can’t wait  to eat all of it!”

          “Wait, we have to give our candy to Nightmare Moon, remember?” Pip told them.

          But Scootaloo laughed, “Not this year! Luna said she wasn’t coming.”

          Sweetie Belle turned to Scootaloo and with a fake gasp she replied, “Wait, we should still offer her candy though, we don’t want to be eaten!”

           Apple Bloom laughed at Sweetie Belle’s remark and added, “Yeah, why not? We can still make it fun!"

           Then while the three fillies were talking about Nightmare Moon, Luna noticed Pip was now sitting on the dirt road and looking quite blue. She came over to the colt’s side and sat right next to him. Then she asked, “Hey, what’s wrong?”

             Pip looked up and half heartedly smiled, “Oh, nothing.”

             Luna pondered to herself, “He’s upset about something, I just know it. I want to find out what’s wrong, but I don’t want to seem too nosy.” After considering for a moment, she told Pip “Hey, we're friends now. You can tell me anything.”

              Pip looked up at his new friend. He couldn’t really explain it, but he felt like it was best to tell her what was bothering him. “I...I was hoping to be scared tonight. Like during my first Nightmare Night. But since Princess Luna’s not coming this year that means I won’t be scared.”

                Luna nearly gasped, realizing that she may have inadvertently ruined Nightmare Night for Pip (and who knows how many other foals) in her haste to be young again. While trying not to look too guilty,  she looked at the ground and whispered, “I'm so sorry Pip.”

               Pip forced a smile onto his face as he replied. “It’s alright, I’m still having a great time.” But it was clear to Luna and the Cutie Mark Crusaders that Pip was lying.

              As soon as Pip finished speaking, Apple Bloom’s eyes lit up! She came up to Nyx and asked, “Hey Nyx, can ya come here for a sec?”

             Nyx turned and trotted over to Apple Bloom, where she asked, “What is it Apple Bloom?”

              “I...I think we can scare Pip to make up for Nightmare Moon not showing up.” Apple Bloom whispered earnestly.

              Her curiosity aroused, Luna smiled and asked, “Really, what’s the plan?”

              Apple Bloom whispered and continued, “Well, how about we go to the haunted house that Diamond Tiara’s dad made? He put a lot of bits into it from what I heard.”

     ”Then what?” Nyx whispered.

    “Then, you can scare him.” Apple Bloom suggested.

    “Me, but why me?!” Nyx cried with an expression of uncertainty.

     “Well, you can use magic right?” Apple Bloom responded.

      Nyx tapped her horn ,”Well yeah but I don’t know how to really use it yet. Unlike Sweetie Belle."

     “Only a little,” Sweetie Belle explained. “Besides, you seem more powerful than me for some reason.”

       Apple Bloom they added, “How about this? We’ll lead Pip into the haunted house, then you go inside and spook him with your magic somehow.”

      Nyx turned to Pip (who was still sitting alone) and sighed, “Alright, I’ll try. But he won’t be mad?” She asked the Cutie mark crusaders.

     “He’ll be fine, he likes being scared.” Apple Bloom reassured Nyx. The four fillies then came back to Pip and Apple Bloom told him, “Hey how about we all leave our candy with Twilight and go to the haunted house at Diamond Tiara’s place?”

     Pip, suspecting nothing, agreed. “Yeah, that sounds like a good idea!”

     Just then, Twilight approached the small group and breathed a sigh of relief. “Thank Celestia! I thought I told you all to stay with the group?!” She scolded.

    The five foals all looked up as Luna sheepishly replied, “I’m sorry, Twilight. But...um... can we go to the haunted house at Diamond Tiara’s place? Please? We’ll leave all our candy with you so we don’t lose it.”

     Twilight looked over the foals, now giving her puppy dog eyes. Reluctantly, she sighed, “Fine,” She used her telekinesis and made their candy bags disappear, “Meet us at Applejack’s afterwards, and don't get lost!” She told them, then she turned to Spike, “Can you go with them and keep an eye on them?”

    “Why me?” Spike asked.

    “You’re the only other one who knows the secret of Nyx,” Twilight whispered to Spike. “I can’t just abandon these foals when they don’t know the truth. I’ll give you double the amount of gems you normally get as a reward if you do this for me.”

     Spike sighed and reluctantly agreed. “Oh, alright. Just this once. But, those gems had better be worth it.” He then took off after the five foals, while Twilight led the rest of the group towards Sweet Apple Acres.

       The five foals were now at Diamond Tiara’s family mansion, where a large haunted house had been set up. It was a large replica of an old cottage that looked rundown and abandoned, with a creepy broken doorway covered in fake cobwebs and giant rubber spiders. Fake fog seeped in from underneath, with strange lights peeking through as well.

        Surprisingly enough, managing the line that was overflowing from outside the house was none other than Randolph in a zombie costume, with a torn up suit and fake blood over his face.

            At the entrance to the house stood Diamond Tiara. She was dressed with fake white wings and a large fake horn to look like an alicorn. She turned to see her friends, Luna, and Pip coming towards her, and she shouted, “Hey you guys, I was afraid you wouldn't make it.”

          “You kiddin’? No way we were gonna miss the grand openin’ of your haunted house.” Apple Bloom chirped back.

          “Yeah, this place looks so much cooler than I imagined!” Scootaloo added, in complete awe of the detail.

           “Yeah! Diamond, you and your dad are awesome!” Sweetie Belle chimed in.

            Diamond Tiara’s eyes filled with tears, as she hugged The Cutie Mark Crusaders and  shouted. “Thank you so much for coming, it means a lot! Mother says I’m wasting my time befriending you guys, but I don’t care what she thinks anymore, and I’m glad Father’s hard earned bits aren’t going to waste,” Then Diamond Tiara looked up to see Pip and Luna standing together, “Oh wow, we have a new filly in town?!” She exclaimed.

            Luna sighed, “I’m sorry, I only came to visit for the night."

          But Diamond Tiara didn’t care, she bounced up to Luna and stuck out her right forehoof, “My name is Diamond Tiara.” She told Luna.

           “I’m Nyx.” The filly replied, as the two shook hooves.

            Just then Filthy Rich came up behind them and asked, “Hello, are you all here to visit my new haunted house?”

             Pip shouted, “Yeah! Is it really scary?”

           Filthy Rich giggled, “I would say so, it cost me quite a bit to put together, but to me it’s money well spent,” He turned to Luna, “Oh, you must be new here. Ain’t ever heard or seen you ‘round these parts before.”

           Luna nodded, “Yeah, I’m new. My name is Nyx."

           “Pleasure to meet ya, Nyx,” Filthy replied. “I’m Filthy Rich, but please just call me Mr. Rich.”

          “So can we go inside?” Pip asked quite anxiously. “I would really like to see what’s in that house!”

           Filthy laughed, “Sure! In fact, since you’re friends of my daughter, I’ll get ya alll a free pass to the front of the line.” The four foals followed Filthy to the front of the line as he opened the doors.

          The foals all peered inside with the glowing lights and fog seeping through, it was already a bit terrifying.  They all shivered as Luna turned to Pip , “Hey, you okay?” She asked him.

          Pip smiled back, “Yeah I’m fine, I’ve dealt with spooky stuff before. Let’s go!”

         The foals all went inside with Diamond as Filthy called out, “I’ll see ya all on the other side!” And that was the last thing they heard before the door slammed shut behind them.

           The six foals moved through the dark halls of the haunted house with its creaking floors and fog filling the place. As the fillies (and one colt) slowly went down a dark living room filled with paper ghosts and rubber skeletons, mechanical bats flew over their heads making them shriek and laugh at them. Then them came upon a old mare like prop with a wart on her nose staring at them with a voice box repeating, “Where’s my rusty horseshoe?!”

           The foals laughed at it, as Scootaloo gave a slight chuckle and a cough, and Sweetie Belle replied, “Hey it looks like that old mare from Rainbow Dash’s story. You know the one complaining about her rusty horseshoe.”

            “Yeah I guess that’s how I’d imagine her to look.” Apple Bloom considered.

            “Wait, there’s a story about her? I just had Father put her in there because she reminds me a lot of Mother on her bad days.” Diamond commented.

              Luna nodded and replied quite cheerfully, “Yeah, I’ve heard of the tale of the olden pony. It’s one of my favorite scary stories.”

              “Can we carry on now, please?” Pip asked, trying to hide how scared he was.

        The foals nodded in agreement, and they all continued down the hall carefully, when Scootaloo suddenly shouted. “Hey, look over there!” She was pointing at a group of frightening looking ponies made of straw. “They look like your sister, Apple Bloom.” Scootaloo commented.

         Apple Bloom giggled, “Nah, her costume looks way better than that.”

        “She dresses up like a scarecrow?” Luna asked.

          Apple Bloom nodded, “Every year she runs the apple bobbing and the pumpkin catapults.”

          The group turned a corner to see a horde of zombie ponies flash before them. Diamond Tiara shrieked, as everypony just laughed out loud. Then Pip sighed in disappointment causing Luna to ask, “This isn't scary to you?”

             “Not really, Nightmare Moon was scarier.” Pip replied.

              Once again reminded of what she’d inadvertently done in her haste to enjoy Nightmare Night, Luna whispered, “I’m sorry, Pip.”

     “Oh it’s not your fault, I’m still having fun.” Pip responded as sincerely as he could.

       Luna replied back, “That’s good, I just hope you’re having a good time.”

      “I am, really,” Pip nodded, then he apologized. “i’m sorry I’ve been complaining the whole time.”

    “Well, despite that, it’s been great spending Nightmare Night with you. You’ve been a good friend.” Luna told Pip.

    “Have I?” Pip asked. Luna nudged him as he smiled a bit more. “Thanks,” He said to Luna, then he commented. “This isn’t as scary as I thought it would be.”

     Scootaloo groaned, “I know, right? I thought that this place would be a lot scarier, especially considering Diamond’s dad put this place together."

   Sweetie Belle laughed upon seeing a fake vampire pony appear. “Well that was something, huh?” She asked.

          The rest of the foals groaned, before they suddenly heard an unfamiliar voice cry out,“Scootaloo! Sweetie Belle! Apple Bloom!”

        “Wait, who’s that?” Scootaloo asked, trying not to shake too much.

         Apple Bloom gulped, “I’m not sure, but it could be just a voice box. Right, Diamond Tiara?"

        Diamond Tiara shivered as she said, “I don’t think we built one to say your names. Unless Mother somehow bothered to learn them and put in here to get revenge.”

         They watched in horror as the thing shouting their names came down the hall. Then it stopped when it saw the olden pony look alike. “Woah! Is it that old crone from one of Rainbow Dash’s stories?!” It asked.

       ”Wait, that sounds like….” Apple Bloom began, before the foals then saw a small purple dragon coming from the kitchen area. Sweetie Belle squinted as Pip groaned, seeing that it was just Spike coming through the hall.

       Spike sighed and wiped the sweat from his brow, “Oh, thank Celestia I caught up with you four."

    Pip mumbled something and just walked away as The Cutie Mark Crusaders and Diamond Tiara fell onto the floor laughing. Spike scratched the back of his head, “Um...did I miss something?” He asked.

      Scootaloo was still on the floor when she responded, “No, we just thought you were a ghost or something.”

      Sweetie Belle laughed, “Yeah, you should've seen Tiara’s face.”

      Spike rolled his eyes, “Alright. Well, at least we’ve got that over with.”

     Then, suddenly, the fake vampire pony moved from its spot and started coming towards the group!

    “Hey, Diamond Tiara, is that supposed to happen?” Spike asked.

     Diamond Tiara turned to see the fake looking vampire pony in a black cloak and grey eyes coming down from it’s pedestal and moving towards them.

    “That’s a real vampire pony! Run!” Pip shouted!