School of Equestrian Magic

by virgoknight

Rating: everyone
Tags: Rarity, Fluttershy, Adventure, Pinkie Pie, Twilight Sparkle, My Little Pony: Friendship is Magic, Alternate Universe, Applejack
Length: 17787

Story of six magical mares entering the school of magic.

This story revolves around the mane six studying and learning about the magic of friendship and how they can use it to power their craft.

Published 2018-06-16 20:50:11 UTC
Last updated 2018-12-27 17:33:00 UTC

chapter one Celestia's recruits

A creature oozing with a chaotic magic spiraling from his body looked towards the dark colored alicorn in the distance. His body consisted of a mix mash of creatures of every variety, creating a hideously disfigured monster by most. He looked at the alicorn again as she disappeared leaving him all one.

"I, I was never..." Tears shaped like ship and air planes dripped down his face.

A memory flashed through his mind the sky was pouring chocolate milk and cotton candy. He was dancing in the odd weather with the mysterious dark mare a dashing smile on his face. Another memory flashed the land was torn asunder as he swung a hammer the size of a mountain around like a toy. He smashed fields of corn laughing all the while he made jokes about popcorn.

The very same mare was shedding tears as she chased him across the land blasting her powerful magic. More and more memories flooded him until the very last one came.

"Discord.. I love you, But I can't anymore you are hurting the very ones who care," Her words echoed in the dark valley of their last meeting.

He was left there all one and stupefied with his jaw full of question marks. His heart broke that day and he secluded himself in a cave with a beautiful crystal tree. Discord monologues like he would when no one was around or even if ponies were around.

"All my life I was scorn for my being me and I find the one mare who could accept me and I... hurt her." A question mark fall out of his mouth and bounced up three times.

"I have lived a very long time, I could never make children to entertain me even with all my power." He flex's arms's as chocolate milk poured from his eye's.

"I wanna another chance to prove to her and to myself." He grins as the chocolate came harder.

"This will be my final act as Discord, I will do the impossible and make me my first brat haha." He rubs his chin thoughtfully as the magic he used began to invert on himself. He began channeling every bit of his chaos magic into his center creating a small cocoon. His toothy grin widened as felt his unnatural state weakened by doing this.

"More.. MORE!" He yells maniacally at the world itself.

His memories began to burn disappearing into the ether, He did not regret losing those memories. The chimera felt relief until the dancing memory appeared before him, joy spread through out his entire being. Discord thought as hard as he could please brat be more than me be joy be the laugh on her lips, no every pony lips please be happy. He felt himself dying as his magic began the process of making life.

A pink filly was appearing in the world in front him as he shrunk. "Pink oh how ridiculous.. perfect your as cute as a tasty pie litt...le on..e." He felt his strength wane

Her eye's shot open an ocean of blue stared at him with giggle on her face bubbling forth. he used the last bits of magic to teleport the both of them to the safest place he could remeber.

"Per.f.ec.t." Discord body dissipated from existence leaving the filly on a field full of stones with unique designs.

A young grey earth filly with a bland expression on her face was studying a piece of shale, when she heard an odd laugh nearby. She stood shaking her stone bits from her plain robes and she approached the noise carefully. To her surprise barely lifting an eyebrow she found abandon pink filly on her parent's farm.

"Hmm cute." She spoke as she put a stone into pocket while lifting the small foal.

Some time in the future....

Lightening flashed across the sky shining light upon a large school district. In the center of this district was two unicorns sitting at a table in deep thought.

The dark colored one with the moon upon her flanked finally spoke " Sister do we dance with this madness, Friendship empowers the natural state of mana creating a separate pool of magic that one can use?"

The white unicorn pushes in her spectacles as she spoke gently "Yes sister this dance is ours, as the principal of this school we are gonna pursue this subject and teach it to our students."

She followed up with "On that note Luna we are gonna be recruiting some new students, we have been losing our students to Sombra's dark school of magic."

"Bah that ignorant stallion will plunge our age of peace into one of destruction and destitution." growled the lunar counterpart.

"I do agree sister so I have made plans for tomorrows visit to Ponyville, I sense promise in our neighboring village." spoke the white mare with flowing pink mane.

"As you wish sister as for tonight I shall hunt for prospects with my dream magic." replied the lunar mare leaving the room with a partial open door.

Using her horn light filled the room and she made a wish "Please harmony help us find students to learn that friendship is true magic."

She left the room leaving the unknown visitor grinning cruelfully rubbing his hooves together.

"This will be quite interesting my dears." silence fell as the shadows left the room.

Luna the magus of the night was weaving dream magic with her horn causing her bedroom to glow faintly. The glow caused the dark magus to yawn as she covered herself in thick silky blankets. Slumber struck in moments throwing Luna into dreamland.

Moments later a groan from across the hall was faintly heard "Luna must you sleep like a dragon with a clogged nose."

In her sleep Luna used her magic to enter the dreams of the citizens in Equestria to search for potential magi. She felt herself being pulled into a dream where it smelled of a well used forge. There was one earth mare who was crafting a pair of hoof shoes sweat was glistening of the back of the mare. Luna used her eye of discern on the hard working earth pony, there was already two pools of mana within her.

Luna gasped aloud though the dreamer could not hear here "She already has friendship mana within her, I must nay we must recruit her."

"Ah ain't losing another.." she panted as she wiped the sweat from her orange brow.

Luna spoke allowed " Lose another?"

Howling was heard in the distance causing Luna to look in its direction, she heard the orange sweat covered mare stumble from her spot. Fear and anger was seen in her eyes as she grabbed her stetson from nearby coat hanger.

"Ah am gunna protect mah family!" she spat onto the ground, as she stood at the doorway barring any entry.

Luna felt the dream becoming a nightmare as the realm shook with the inner magics of the sleeper. large bulbous wolves made of wood, vines and mud came howling out the nearby forest.

"Timber wolves.." she growled aloud "Dark spawns created with nether magic."

She eyed her dreamer a powerfully built Earth pony with three apples upon her flank, giving her almost motherly appeal as she guard the doorway with a fierce expression.

The dream shook as you hear a young filly's scream in the darken forest outside the home. Luna watched in amazement as the mare blasted from the doorway towards the scream.

"Unusual most tend to run from the nightmare not towards it." mused the lunar magus.

"Applebloom nooo you ain't getting my little sister." came a piercing shout from the orange pony.

The dreamer and the observer following the screams into the dark forest felt horror as they came across a grim scene. There was blood smeared across the tree's leaving a trail deeper into the foreboding woods.

"Applebloom!" was word barely heard as the mare sobbed upon the ground.

"No ah ain't losing you too." Mana began out pouring from the inner pool inside the earth pony. Her body began to glow of an orange aura that created a powerful rune upon the ground that which she stood.

"You will be okay sister that is the honest truth." she yelled from the tops of her lungs.

Luna stared at this incredible scene "This earth pony is using friendship magic inside a dream."

"You are amazing child of Equestria if only you could see me." Luna always felt that her magic is weak because no one could ever see her in the dreams that she visit's.

Magic filled the air when suddenly she felt the pull again tugged at the magus of the night. She faded out of this dream watching the powerful mare face the darkness with her stetson held tight.

She was falling through the hallway of dreams hearing shouts and screams, images of dreams blurring past her.

She heard somepony say "Hands ooo that sounds like a blast!"

Another dream "Boulder would you like another sip of tea."

When she finally came to a halt she was outside a window that was beautifully designed. She felt a powerful urge to peer through the untainted glass. But as she peered through the window she felt a chill outside this home as snow flake fell upon her nose.

"This one is a detailed dreamer or so it seems." Luna grinned as she teleported inside the room. She felt immediate warmth spreading throughout her magical body upon entering the room. She looked around the room and it was no doubt this was a clothing workshop of sorts. Two mares appeared the dreamer and the dream inside the work room, the older was furiously working at making dark grey wool sweaters.

"Sister can't I help you with the clothes now." came an exasperated please from a small filly.

"Sweetie dear I so love you very much could you fetch me some more wool?" came an exhausted reply from a weary looking unicorn.

"Yes Rarity." came an dejected response as the filly faded up the stairs.

Upon closer inspection this was the inside of some store filled with clothes and materials spread in disarray. This beautiful but exhausted mare was making sweaters in bulk that would clothe entire village. She took a closer look at the dreamer and what she saw was beauty in its finest state. Rarity was impeccably clean mare with a glossy white coat that could even give her a sister a run for her bits. Her eyes could be sapphires like the three that adorn her flank so fittingly so. Lastly she thought her mane must be gift from the creators for its style and beauty was beyond simple hard work.

"I am not sure if this is a dream or a nightmare." chuckled Luna.

"Not one foal will be cold this year I promise you this." she whispered faintly.

The dream realm shook once again as the snow poured onto the home. The windows were being blocked by the sheer amount of frigid flakes.

"Hmm this is not good, what shall you do little magus." the black unicorn spoke.

The white unicorn finished her last sweater as she glanced at the snow barring her home. She stood slowly and flipped her mane with little huff.

"Oh it is on!" she yelled at the abominable snow.

"No foal shall face the dark alone, no filly will weep in a dark place and no colt shall be left shivering alone!" Rarity ranted as she gathered the clothes with her levitation spells.

The sheer amount was weighing her down causing her to collapse as she attempted to heft the entire bulk. she lay upon the cold hard floor, tears flowing down her face.

Luna stared at this scene she felt a powerful emotion filling the room, nothing like an eruption but more of a empty container being suddenly filled. Rarity began floating as magic filled her body opening a pool of mana she never used before. Friendship mana whirled around her giving her strength to complete her task.

"No foal will die of this cold!" she screamed from her lungs.

"Yesss they will.." came an despairing faint voice from outside.

Luna turned around as shocked filled her face "Wendigo's!"

Outside in the snow were dozens of twisted ghostly ponies crowding the window. Their eye's were glowing of malice and hatred as their words echoed.

"All will fall to this chill and nothing you can do will stop it..." came a voice from every direction.

Rarity turned towards the door and lifted her clothes in tow "Darling.. stop me if you can."

A roar was an instant response as Rarity charged the door mana flowing about her creating a path through the snow.

"Another possi.." Luna once again felt the pull of her magic guiding her "Not again I want to see this one play out!"

She faded from this dream watching the mare baring her hope upon magic, dashing through the blizzard. Luna felt disappointment in never finishing a dream.

The lunar magus felt herself materializing in a warm room with sweet scents in the air. She could feel warmth in the air and cold from the hard stone floor upon which she lay.

"Hi what cha doing in my dream!" came an exuberant response from a pink mare staring Luna right in the face.

She blinked slowly staring at a face that was covered in frosting not sure if this was one of Celestia dreams. Then it hit her with sudden realization that she was being seen for once!

"You can see me, thou can see me!" came the traditional teachers voice.

The pink mare flicked her ears in every direction attempting to catch her voice. Then she sighed as she pawed at the floor with her hoof drawing nonsense symbols on the floor.

"Nope can't hear you but I would love a cupcake." she reached inside her mane and pulled out a chocolate cupcake with blue sprinkles on top.

"Mrs. Cake said I shouldn't eat before bed but never said anything about eating in your sleep!" she chatted incessantly.

Luna stood up and spoke excitedly making several gestures "Then how did you know I was speaking then pink one."

"Ooo ooo I know I know pick me." came a voice from her left which was another pink mare, the very same mare.

Luna pointed her hoof at the pink mare with sudden dread as she saw the sigils on the floor. Her mind began to race as she began figuring out this was chaos magic.

"I can read lips its real fun and useful too!" came a third pink pony from her right.

The first mare spoke after chewing her cupcake with glee "By the way my name is Pinkie pie and I want to be your friend."

Pinkie pie was pink mare with a adorable curly hair that covered both her mane and tail. Her ocean blue eyes seemed to peer into the Luna's being.

The Lunar magus stepped back and said "I am not sure if I want to be yours. I have had bad dealings with chaos users."

The floof that seemed to be alive as Pinkie's mane died down in instant becoming a straight mess. All three pinkies began looking at the floor with liquid akin to chocolate milk flowing down her cheeks.

"Its cause I am annoying isn't it, I am sorry I promise to be better." came the voice from the left.

"No silly its cause I can use unusual magic and it startles ponies." came the voice from the right.

Luna stopped in her steps feeling a weight upon her chest, she turned her head to look at the Pinkie in the middle. She was holding a clueless looking baby alligator in arms with no teeth to bare. She reached out with her discerning eye and felt there was a light that glowed inside a storm of chaos and there was something so vague but familiar about the storm that raged inside.

"It may be possible Pinkie, I sense good within you and something familiar I can't quite place." She spoke as felt the symbols in her bedroom finishing their spell and ending the spell she cast.

"I must go.. I am sorry Pinkie." She said as she used her magic to fade from this dream. She watched as Pinkie held her alligator close to her body, crying as she watched the alicorn disappear.

The last words she heard was "Please be my friend..."

Luna awoke with a start, sweat beading down her body. She felt herself tremble as she pulled into a huddle on her bed.

"I am so sorry Pink one, but I am unsure." she said steeling her heart into a cold mess.

Luna sniffed the air as she scented delicious waffles lingering near the doorway. She poured herself out her sanctuary and dragged her hooves towards the delicious smell.

"Oh how I love my dear sister preparing breakfast everyday." she grinned to herself.

Chapter two Ponyville's visit

At the breakfast table in small Victorian styled manor near the school building. Sat two unicorns across from each other eating waffles covered with strawberries. The weary dark mare looked across the oak table while devouring her fair portion of breakfast.

"Sister I may have entered a few interesting dreams last night." she spoke with a bit of mischief "So interesting I think principal Celestia should meet them."

The wise and older mare raised an eyebrow "Tell me about your dream walking then dear sister."

Luna grinned as she rubbed her hooves together preparing herself. She regaled her sister with the ongoing events about the orange mare in a plight against the Timberwolves. She then proceeded telling a tale about the glorious white unicorn who battled the Wendigo's.

"Those two sound like such promising candidates sister," Celestia gently said "But something is bothering you what is it my dear."

Luna sighed heavily as she rose from her seat to stand by a nearby window. She traced the window sill with her hoof before she looked back over at her sister.

"My last dream of the night, I met someone who could see me and understand what I was saying." she said very slowly.

Celestia clapped her hooves together excitedly "Highly unusual this one must be very perceptive."

"Yes she was and a wielder of chaos magic Celly." Luna said with a heavy heart.

Celestia froze in place staring at her sister, then she sighed. she approached her sister to embrace her with her heart. her hooves wrapped gently around Luna who too froze but for a moment.

"Its ok my little wuuna Celly is here to hold you and protect her little sister." Celestia said with sisterly affection.

Luna glared daggers at her sister "I am not a little filly anymore Celly!"

The white unicorn grinned mischievously and said "Tell me about this chaos wielder?"

Luna went back to staring out the window and spoke "She said her name was Pinkie pie interesting name wouldn't you agree sister."

Celestia listened and dared not speak a word aloud for fear of silencing her beloved sister. Luna thought back to dream with the spunky pink mare and gathered strength.

She spoke of a distant memory faintly "I kinda always wanted to name ... the name pie that is."

Celestia was silent as her heart felt similar sense of pain growing in her heart.

"She was friendly with a powerful sense of self doubt," she spoke harshyly as if she was angry with somepony "And I fear she may have connections towards our former friend Discord."

Celestia stood up and looked out the window watching a dove flying in the morning. Luna then went and explained the dream in more detail as her sister stood there not saying a word.

She mumbled almost fondly "I miss him and the way he made you smile."

Luna questioned her "What sister I didn't hear you."

Celestia smiled "Dear sister I think we shall have to keep an eye on this pink one I have questions for her."

"Yes sister I will gather what I can about this Pinkie Pie." she said with fervor.

"But for now dear sister let us gather ourselves and one of my protege's to visit this village." Celestia said softly.

Luna thought for a moment and then spoke "I suggest Twilight I believe she could use some outside activity."

Twilight Sparkle was engrossed in a book that had a thick spine with a musty smell. Nearby sat a little dragonling reading a comic about the power ponies edition twelve. The room was thick with learning and joy which was soon interrupted with a sudden knock.

"Spike would you answer that please." came a intellectual voice from the bed.

"Yes Twilight." replied with a quick sigh and the moving of clawed feet dragging across the floor.

Spike opened the door to the familiar mentor who spoke with love "My dear Twilight did you forget about today's journey?"

Twilight had the decency to blush at her mentors statement " Sorry Celestia I was hoping it would be put off."

Spike face palmed at her statement and said "I have our luggage packed and ready to go Celestia."

She grinned as she rubbed Spike spines gently before speaking "Dear Twilight I want you to come with us to meet new ponies and maybe make a few friends."

Twilight pulled her muzzle out of the book "Yes Celestia but are you sure you even need me?"

"My dear Twilight I think you would be perfect for this." She said with a devious grin.

Both Spike and the lavender mare looked at each before sighing at the same time. Which caused the motherly mare to chuckle at their antics.

"Principal may I come too?" Spike said with energy.

"Of course you may where would my protege be without her assistant?" Celestia said earnestly.

He jumped up a few times before dashing off to gather a few more snacks for the trip. Celestia left the two to get ready for the trip to Ponyville. The room was quiet as the ponies and dragon disappeared from its presence. Nobody noticed that in the shadows was a giggling madness watching from its corner.

Principal and vice principal were eagerly awaiting their charges at the train station.

"Celly do you think we may find some decent students this year?" Luna queried.

"Of course my dear sister, I would hazard a guess that we may find more than we would know." she stated with confidence.

"Then let it be be true and perhaps this year we will put Sombra in his place!" The lunar magus added with a stomp of her hoof.

"There's my little open book." Celestia spoke affectionately.

Luna looked down the road and down its path came a large bag packed with books walking along. The sun was pouring its warmth that day making it that much harder to concentrate on levitating so much literature. Naturally at her side carrying a very large list was Spike naming off random title's at will, while making check marks on the paper.

Luna chuckled "Indeed our stubborn little student is quite talented in studying isn't she."

"I would not demean her achievements little Wuuna, She puts her whole being into learning its what had made her amazing student and also what drove her to being friendless." Celestia said while rubbing her temples with her wings.

Luna sighed regretfully "Your right sister I wanted our protege to reach great heights but I did not see the fall that lay before her."

Twilight was humming to herself while reading a book held precariously by her aura. Spike and the lavender unicorn made it to the wagon without catching a scent of the conversation before them.

Twilight stumbled into the wagon quite suddenly sputtering "Gah."

Spike dove trying to catch the trove of literature knowledge seemingly raining from the sky.

Spike in unison with his teacher "Bugaah."

Causing both mentors to bust out laughing as their students frantically tried to preserve the books.

"That was truly adorable wouldn't you say Luna." Celestia with mirth in her voice.

"Indeed it was Celly but tiss time for our visit I would say." she attempted to speak seriously.

Twilight shot up with slightly annoyed tone "I am fine by the way."

Spike was balancing on his clawed toes while holding the trove of books with both of his claws. Both purple beings eyed their mentors with a soft lopsided grin as they loaded the wagons. Luna watched as book upon book was filling the the back side of the wooden box seat. Celestia's mouthed gaped open slightly as she watched Spike loading a large knapsack inside with what appeared to be an assortment of gems.

"Uhh you know for the road, I get kinda of hungry ." he said with drool sliding down the sides of mouth.

"Luna help me charge the mobile crystal please." Celestia asked.

"Of course sister." she replied. The sisters looked at the head of the wagon where five inch crystal in diameter glowing slight as it was embedded in the vehicle itself.

Both older mares powered the enchanted crystal with powerful magic softly as possible. The crystal hummed to life glowing with soft blue energy as an aura wrapped around the vehicle, causing it to move the wagon slowly forward. Spike stared at the crystal with contemplation in his eyes before the three ponies gave him a deadpanned stare.

"Okay not one nibble got it." he chuckled.

"Correct Spike if this gem receives any damage to its exterior its interior will unload all its reserves." Celestia spoke.

Followed up with Luna "Of course that means the local area around its vicinity will be taking raw magic in an instant."

Twilight jumped up and replied "Most ponies wouldn't be able to take so much mana in at once and causes them to black out for as long as a day."

Spike climbed upon her back and rubbed his chin thoughtfully. The lavender unicorn eyed her assistant as she walked alongside the moving wagon. Both Luna and Celestia were sharing a light conversation as the group journeyed towards Ponyville.

In a forge located near Ponyville smoke was seen rising from a building that was built as solid as a boulder. Applejack was busy crafting a plow for her cousin Braeburn, who stood there watching with pride in his eyes. Sweat bead down her shoulders as she slammed with her hoof hammer with precision and patience. With the final clang of her tool, she stopped with a grin as she beheld her project.

Braeburn watched in amazement as he observed his cousin wearing a upper body grey upper body suit with a spring powered hoof hammer down her right hoof. She would slam with her hoof and use the spring action metal to hammer her creation.

"Alright cuz mah work is done." Applejack wiped sweat from her brows.

"Thanks cousin you are the best!" He exclaimed as he gathered his things.

"Biting the dog a bit early arent't ya." she spoke lowly.

Braeburn leaned over and hugged his cousin before speaking "Got to cousin I need to get my fields prepared and soon."

"Ah understand cuz love you and don't ya forget to visit Granny!" she spoke loudly as he left.

The orange earth mare stared out her window and across the horizon as she sagged into seat. The sky seemed to be a bright blue, it appeared the sky magi have been doing their duty in moderating the weather lately. She stared down at her hooves for awhile before she turned her head to stare at a familiar picture on the wall.

"Ah miss company ya know." she said to her empty workshop.

"Ah also need to stop biting the dog and move on a bit eh." she softly as she approached the wall covered with family that was obviously very loving.

She rubbed the picture affectionately as she held back her tears inside.There was loud howling heard in the distance and she leapt to her hooves as anger crossed her visage.

"Damnations ah will get them for sure." she spoke as she charged out the door.

She ran outside to see figures moving in the dark forest named Everfree. She grabbed a spear she personally crafted and move towards the woods with heavy anticipation. She felt her muscles tense as she entered the forbidden forest that many ponies have disappeared and have never returned....

In a cloud above and barely containing her mirth, A blue cyan pegasus was holding a wolf call in her mouth. She was grinning ear to ear as she moved her cloud above the orange earth mare. She would blow the call and watch her swing the vicious spear from side to side attacking invisible enemies.

"Consarnit Timber wolves get back here!" She yelled angrily.

After time of chasing invisible wolves and no wolf prints on the ground she came to thought.
"Ah reckon tiss ain't normal wolf howls..." she said as she realized there were no Timber wolves nearby.

A burst of laughter was coming from a nearby fluffy cloud that had been strangely following her. The orange mare stuck her spear in ground and grabbed a clod of dirt from the ground. Applejack aimed with the patience of a veteran until she saw a mischievous face appear over the edge of said fluffy cloud.

Rainbow dash barely saw it coming as she felt dirt slide up her face, disheveling her rainbow colored mane. She stared in shock at the distance the dirt covered to make it to her awesome face. The cyan sky magus looked down into the grinning face of the earth mare who made the distance.

Indignation spread across her muzzle "Hey that wasn't fair, I wasn't ready."

Applejack raised a single eye brow "Ah reckon you had it coming sugar cube."

She flew down from her cloud with a rush of sky magic sending her skeetering across the land towards the earth pony. She barely slid to a stop in front of the earth mare, kicking up a small dust cloud causing both of them to cough. She inspected the mare with a stetson sternly on her head with her magenta eye's before she introduced herself.

"Hey my names Rainbow Danger Dash or daring which ever makes me more awesome." she gloated as she struck out her hoof.

Applejack glared at the pegasus "The names Applejack ah ain't gonna hoof bump a prankster."

"Aww come on I just made to Ponyville and I got a little bored." she said as she rubbed the back of her head nervously.

"Well sugar cube welcome to Ponyville, now don't play with that wolf call you have there." She said with a stern voice.

She then followed up with "The Timber Wolves here are no joke they will gobble you in a single bite."

"Ohh sorry about that this is an gift from an old friend of mine I like using it to prank my new... friend?" she said still a little nervous holding her hoof still.

Applejack grinned "Ahm biting the dog ain't I."

Aj hoof bumped the mare with a little bit of blush touching her cheeks "What in the hay am I being all shy for."

Rainbow dash flew around the mare with a grin "So awesome my first friend in Ponyville lets do something!"

Applejack did a mental checklist on her chores and found it rather empty for the day. She clucked her tongue a few times before she made a soft shrug "Sure sugar cube where you wanna go?"

"I was hoping you might know a few spots I kinda am new here after all." she replied.

“Ah let me grab a few things ill take you to Ponyville and show you around.” Applejack responded with a tug of her hat.

“Cool beans.” Rainbow dash responded as she looked around nervously.

The two ponies were seen leaving the outer edge of the woods by a pair of glowing lantern like eyes licking its chops. This creature held enough intellect to stave off its original ambush and slunk off further into the forest. The birds began chirping again giving an ambiance to the edge though a few broke off flying towards a cottage somewhat nearby.

A yellow pegasus with a light colored pink mane was bandaging up another animal with her hooves. Her mane covered half of muzzle that she consciously touched with a tinge of regret coloring her heart. She was surrounded by many critters that had been wounded from the nearby forest, she grabbed her satchel looking out her window with a soft sigh.

“I hope nothing happens today.” she said still looking out her window, before saying “Though I wouldn't mind somepony come knocking.”

Who am I kidding no one visits me, I can't even say a word to someone else much less look them in the eye. The wounded critters mewled about as she placed food on the floor using her wing fingers making her a job a little quicker. Ahhh they are so cute, but I hope the EverFree calms down soon. Out of her windows she heard howling by a single creature that was soon picked up by more howls.

She felt her entire body go frigid before jumping into action, she began grabbing up critters with hooves. While doing so her wings scooped up keys as she ushered the animals towards her basement located under the wooden staircase. The howls were getting louder, she felt her heart thump so loudly she swore it was gonna burst from her chest. Some of the wounded critters froze up at the howling and wouldn't move an inch even with her insistence.

“Come now little dears, lets move please.” she spoke a bit more firmly than her normal tone. But still they did not budge, instead they cowered as if waiting to be devoured.

“This will not do.” she spoke before she tapped her inner unusual mana that swirled around her body before wrapping itself in her form.

“Basement now.” her words echo as a soft but direct command her eye's enhanced by her mana. They moved with a urgency that impressed her and made her sad at the same time. Am I more scary than the wolves at our door her thoughts echoed.

Timber wolves surrounded her cottage sniffing cautiously around the building the last command heard gave the creatures pause. But sadly the moment of peace was short as they began tearing at the doors. The timid pony was in her basement huddling with her critters as the beasts tore inside her home. They could hear the creatures breaking items inside sniffing the floor looking for the flesh they so desired.

“Please go away please please.” she whispered over and over as dread came over them. The basement door received a small bump before silence befell the entire building. Then a soft scratch a the door causing them to whimper. The scratching increased as multiple claws rained down on the door giving the pegasus incredible amounts of fear ran into her system.

She stood at the bottom of the staircase of the basement spreading her wings before her,as the scratching got worse and worse.

“Don't worry little ones I'll distract them and you will take this chance to run past them as fast as you can.” she said bravely as her legs wobbled a little.

She heard a rough pony voice as the door began to crack under the assault “RD give mah a dang hoof in wrestlin these .. thins.”

“What are those, are those Timber wolvers you were talking about earlier Aj?” came an another voice from above.

The door sent splinters towards the lower group as it broke open, in that moment she stood ready to bear the attack when she saw something nearly miracle by her standards through the opening. An orange earth pony was shoving her spear through the skull of the leading wolf that busted through sending it into shambles. The vine covered wolf on her left opened its maw to tear into her neck, unfortunately it didn't take into the account of the power her hind legs held. Her hind leg sent it flying through a nearby window landing it outside the house into a pile of scraps.

Her muzzle gaped open as her mind thought fiercely who are these amazing mares! A brilliant colored cyan pegasus flew in from behind the orange mare riding a timber wolf while shoving her hoof into its head cracking its wooden skull creating another pile of wood.

AJ yelled “Get out of there Miss and varmints!”

Fluttershy reacted quickly as she ushered the creatures “ Come now little ones faster now please.” She made sure her right side of her muzzle was covered with her lightly pink colored mane.

“When I said lets do something fun, I didn't think you be this creative AJ.” came the voice from the pegasus.

“Consarnit RD ah am smashing this here bugger talk to me later.” she responded with her fierce nature.

“Ahh come on AJ these puppies are broke we won didn't we.” Rainbow dash responded with a grin.

The three ponies were outside the home of the yellow pegasus, two of them stared at the corpse's of their enemies as more howling picked up from the woods. Applejack grabbed her spear and turned towards the wood unknowingly summon mana from deep with in. Rainbow dash took to the air and circle around the two ponies as mana surged into her wings from the sky. The nearby corpse began reforming into snarling Timber wolves, pawing their way towards them.

“Uhmm ughh sorry about this..” The mellow pegasus said quietly.

“Ain't no problem sugar cube let ol Applejack and Rainbow dash here play with the wee doggies.” She said as her memories flooded her mind.

More wolves poured from the forest surging towards them, as a single wolf in the pack stayed behind howling. They were surrounded and even Applejack began to sweat as she twirled her spear in the air, while waving her other hoof in a bring it on motion. The air was thick with tension, when the cyan pegasus used her mana to bring powerful winds down upon the wolves pushing them from attacking.

“Land sakes sugar that is one kickin spell.” AJ said while pinning her hat down from the spell.

“It's all I can do from preventing them from attacking us AJ.” she responded nervously as her inner reserves began to weaken.

The wolves couldn't attack but neither can we RD the orange mare thought with a tinge of regret. She slammed her spear into the ground channeling magic into the weapon which spread into the ground. The earth grew forming walls of earth and stone around the ponies which boxed them in from the enemy. The wind pierced the enemy pushing them from advancing but the howling grew as they timber wolves formed a line to make a path through the storm.

“I..can;t.. keep thi.s muc..h.” The sky magus cried out as she fell, A Timber wolf leapt from the pack nabbing the pegasus into the open clay box.

Applejack tried to pull her spear out to strike but another pony was quicker yet. The mellow pegasus was as fierce as a storm as her hooves rained upon the wolf in a precise manner causing it to collapse into a wood grave . Mana was gathered in hooves as she tapped into its magical reserves, draining it momentarily. Blood was trickling down the cyan colored pegasus wings causing her to flinch as she attempted to extend them.

The wind spell died down allowing the wolves to resume their attack on walls pawing like diamond dogs in search of their gems.

“Ugh thanks ouch my name is Rainbow dash and that crazy mare is Applejack.” She grunted as she touched her wings.

The wood pile attempted to reform before AJ's pierced it again stopping its revival “Yup.”

She eyed the corpse as she mumbled softly “Flutter...ss..hy.”

“Huh could you say that again.” RD said cupping her ears.

She pawed the grounds with hooves “Fluttershy.”

Blood was dripping from wings onto the ground and the yellow pegasus rushed forward with her satchel pulling out bandages.

“I am sorry please forgive me sorry sorry.”

“Eh no worries happens all the time.”

“No way ya be wingless by now RD.”

“Sorry soo sorrry.”

“Calm down sugar cube RD here is a sky magus they recover pretty quickly.”

Nearby the ongoing event was a group of unicorns and a dragonling traveling in its direction.

“Spike is this where you said you felt the sure of magic?” came from the outside the event.

“Yea Twilight but aren't those Timber wolves.” came a young but unmistakably draconic voice.

“Silly Spike Timber wolves don't have our type of mana...” the voice trailed off

“Celestia help!” The voice screamed the injured pegasus “We got a pack of Timber wolves danger level three!”

The three stood in the walls as Applejack kept the one inside from reviving, Fluttershy was bandaging Rainbow's wing as they stood close together staring at the sky. Above them came a leaping beautiful white unicorn her cutie mark ablaze with powerful ancient mana. Fire poured forth from her horn blazing the entire area including the ponies inside destroying all the Timber wolves in the vicinity.

The three cried out “Nooo!”

But strangely felt no pain as the fire surged into the box destroying the final wolf, her magic was strong enough to cause the walls to fall around them into a pile of dirt.

“Are you ok my little ponies?” came a gentle and almost mother like voice.

“Celly I was gonna bring the moon down, but you already took care of it I see.” The Lunar magus said with a mischievous grin.

A purple unicorn along with a young drakeling stood behind them popping their heads out and said once again in unison “Umm we were looking for Ponyville?”

Applejack standing with her spear in the ground swung her hooves in a grand gesture “Welcome to Ponyville.”

“This is ponyvile?” She replied with a raise of eyebrow.

“Almost just a tad this direction mares, and you bit the dog early but ah am glad you came biting.” she replied with her strange catch phrase.

Rainbow dash look at the state of the cottage and spoke with a sigh “I am sorry about your cottage Fluttershy.”

Fluttershy stood their gazing upon her well damaged home and slumped her shoulders “Thanks Rainbow dash and Applejack.”

Tears crept down her muzzle as she attempted to wipe them away she felt wing finger touch each of her shoulders..

“Does thou want her home in one piece?” Luna spoke grinning again as her magic poured into her horn.

“Come Twilight asisst thee in repairs!” She fired her magic at the building,

Another beam of magic in a purple beam slammed into the home with the combine efforts of both magus rebuilding the home in a matter of minutes.

“That was awesome you ponies are awesome!” Rainbow said as she flexed her wings causing her to wince “Ouchies.”

Celestia noticed the injured wing of the pegasus and approach her with a gentle nudge to the wing “Who took care of this?”

“Me I am sorry is it that bad?” She fumbled with her words.

“No this is excellent give it a few days and you will be good to fly again little sky magus.” the white alicorn said.

“Awesome I thought it would take heck a lot longer.” She replied

“Now.. Applejack was it would you lead us to Ponyville, myself and Luna would like to ask you mares some questions while we are walking if that is ok.” Celestia spoke as she used her magus powers to scan these ponies.

“Ah sure sugar cube just follow me.” The orange mare led the group towards Ponyville while answering questions from both of the alicorns. Twilight and Spike hung in the back attempting to make small talk with the pegasus asking about their wings and the magic they used.

Chapter three test questions

“So what yer saying is that umm ah possess sort of fidgety magicks?” Applejack said with a bit of disbelief.

Celestia giggled as her magus powers were finished scanning the ponies “ Yes my little pony and it is amazing mana that you and your friends possess.”

Twilight was scribbling furiously upon a piece of parchment held up by her levitation spell and Spike swore he saw smoke coming out of her ears. Rainbow dash was walking next to the beautiful but quiet mare and as she would touch her face often giving rise to the question.

“Hey uh Fluttershy I notice you touch that side of your muzzle did something happen?” The cyan asked with curiosity.

“Uh um it .. is ..” Fluttershy trailed off as she drooped her head.

“ It is... um.. a scar.” She mustered with all of her strength which came out as a soft whisper.

“That is ...so.... awesome!” Rainbow flew circles around the other pegasus.

Applejack whipped her head around and spoke “Rainbow quit yer bellerin can't ya see she don't like talkin about it.”

Celestia walked up to the three talking and gentle nuzzled the mane of the pegasus in question. Twilight still looking at this bizarre scene grabbed a book nearby and started searching through it at a fast pace. Spike thoughts wandered so she has a scar face I wonder what happened to her?

“Umm yea sorry about that but how did it happened?” Rainbow dash asked again while rubbing the back of her head.

“Rainbow Dash What did ah git done sayin.” AJ replied with a facehoof.

“I uhh.. rather.. not talk about it.” Fluttershy said touching her mane again.

“Ohh sorry something sad huh cool by my standards, anytime you wanna talk about I'll always be willing to listen Flutters.” Rainbow dash said with a tinge of red to her cheeks.

This caused Fluttershy cheeks to turn red as she turned her head “Oh ok umm thank you.”

“So is it common for Timber wolves to attack ponies around here.” they were interrupted by the lavender unicorn with her book still covering her muzzle.

“More so in the last few years.” Fluttershy said while Applejack looked at the ground with a scowl upon her.

“Interesting Timber wolves are supposed to be spell bound to EverFree as its sentinels its very odd behavior for them to attack outside their territory.” she said as if she was listing facts.

“What in tarnations do ya know!” came a angry voice from the mare leading the group to the village plainly in sight.

Over the grassy knoll was a rural but serenely beautiful quilt of colors arranged in such a way was a village. The arrangement formed more clearly as group recognized patches of farmland intermixed with the growing town.

“Them varmints have been takin lives from poor pony folk fer a long time.” she said softening her tone as she realized her anger was apparent causing the other mare to feel awkward.

Twilights ears drooped “ Sorry I only know whats in these books, I am usually reading books in my room or at the school, its all I really knowl.”

"Hey Jacks don't be mean to our friend who helped save us!" The cyan mare flew in front of the unicorn flaring her wings to life.

“Bah ah um sorry for getting mad at ya, just a sore problem for me.” Applejack said with a shake of head.

"Gah I.. am sorry to but I need this information, it could help your village and any traveler's." she spoke with a concern in her voice while still holding a book covering her muzzle.

Applejack surprised by her concern and thoughtfulness replied "Uh yer pretty kind of nice there and its Ponyville sugarcube and yer more than welcome to shoot the hay with us.

Celestia along side her sister stood at the entrance of the village with the magical crystal wagon pushing on observed her protege behavior as a mother would their own. Twilight stopped looking at her book and observed the village making mental notes of her surroundings scribbling here and there.

Spike throwing another sapphire into his mouth stopped chewing and mouthed one word “Wow.”

this place is amazing I hope we get to say for whilehis thoughts wandering. Fillies and colts ran around the wagon poking their muzzles in odd places.

"Cool nuggets we got visitors hi Applejack." spoke one of the colts from the group.

"Hey there nugget got to guide these mare around today." She waved her stetson at the group as they passed them.

“Tiss nothing fancy here but we do have a few decent crafts pony around.” Came the orange earth mare holding out her hooves out in a welcoming gesture.

“Ah am also the blacksmith here ah usuallly make shoes and kitchenware in case anypony here is interested.” She followed with a business smile.

“Shoes pfft those would slow me down and make me at least twenty percent slower.” Rainbow dash jiggling her hoovers in front of her.

Applejack rolled her eyebrows as she took the group touring the village explaining some of the hot spots. Celestia grinned as she followed her memories flowing into her mind auntie Tia can I have some more of the chocolate cookies here these are the best. Ahh Cadence was such a sweet filly I do miss her so, But I am sure that the crystal empire is treating her well. Luna looked at her sister and then towards a multi colored covered confetti building with a joking mask on its bill board sign, she made a gesture towards the building.

“Applejack pray tell what does this building sell.” She spoke with a curiosity.

“Hmm oh laughter and ah am told its guaranteed.” Applejack went on “Ah haven't been in there though ah heard its ran by a earth pony named..”

There was a pause in the air as she attempted to remember the name. But before she could answer them Rainbow dash raced to the door with a grin and opened the door. In that instance a bucket tipped over spilling its contents upon the cyan pegasus head. Powerful sweet scent of blueberries filled the air lighting the noses of everypony here. The mare turned around and looked at the group while trying to wipe the goop off of her feathers.

“Bah what is this stuff, I am so gonna get even with whoever did this!” She looked into the barrel of a cannon as attempted to step inside.

She gasped as confetti blasted her back a few steps covering her in in tiny colorful scented pieces of paper. She looked like a pony pinata that had a really bad day. The whole group stood there in shock for a moment before they started laughing in unison at the sputtering pegasus.

“Hiya there my names Pinkie Pie and I love to see ponies laughing.” came a muffled voice from up top the cannon. The group looks up a little to see a pink earth mare hopping off the cannon landing herself in the middle of the group with a tray of cupcakes in her mouth. Luna stopped, her eyes going wide as she pointed with one hoof at pony while tapping Celestia shoulder with the other. Pinkie grinned as she placed a cupcake in the hoof of everypony before they even noticed it was even there.

“Yup laughter is what you can get here with a side of giggles.” she grinned while wearing a rubber chicken suit with a frying pan for a hat.

This caused Applejack and Rainbow dash to start breaking out giggles, but a certain lavender unicorn put her book down with her mouth agape. Celestia catching what was going quickly and went to calm her sister before she turned towards the pink mare in question.

“Are you a resident here miss Pie.” Celestia said with an even tone.

“Of course you silly filly.” she said taking off her costume slowly in front of the group causing Fluttershy to gasp.

In the nearby sky a cross eyed grey pegasus was watching the scene before she crashed into a hay bell with thump. Pinkie giggled as she blew a raspberry at the group while hopping in place simultaneously.

“So wanna be friends I craft the biggest smiles see.” she made smile so big that it caused the group to tilt their heads in contemplation.

“How is that even possible, no matter what you are doing is theoretical impossible.” came the unicorn waving her hoof at multiple sections of the earth mare in question.

Applejack shrugged as she watched the scene go on “The name is Applejack ah craft and bend the metal around here.”

Rainbow dash took the cue “I am Rainbow Danger Awesome Dash I craft the clouds around or at least soon ill will be.”

Fluttershy giggled softly as she touched her muzzle “I.. am.. Fluttershy I take care of the poor pitiful critters here.”

Celestia arched her hindquarters with the sun at her back “I am the Celesita principle of school of Equestrian magic.”

They all stood there before cyan pegasus swung her hoof around the pink mares shoulder with a grin “That was one impressive prank you had there Pinkie.”

Luna snapping out of her daze “I am Luna the magus of the moon, I watch over the dreams over the ponies protecting them from nightmares.” Pinkie giggled and then a thought hit right in the face like a cupcake that went a little stale.

She giggled as she hopped in place and then she noticed Luna's presence moment later realizing she introduced herself as a dream magus. Her mane balloon out for a second before deflating you could almost hear a deflating sound as it did so. She gently passed Rainbow Dash who had a curious expression upon her muzzle and then walk into her building.

As she entered she spoke with a monotone over her shoulder “ Sorry today were closed come back at a later time please.”

“Geez what was that about.” tossing her rainbow colored mane with a slight huff.

“Indeed.” came Luna voice oddly tinged sadly.

“Applejack I think its best that we move on.” Celestia said as she gestured with a scooting motion.

Luna stopped as the group moved on and she approached the window of the building to see the pink mare standing at a table all alone in the darkened building. Pinkie was looking down at a picture that was obscurely out her view giving her aura of depression. Did my actions in her dream truly cause such consequence's no I cannot fall for this again. She felt a crack in her steel covered heart as she heard a muffled sob from inside and she quickly beat a retreat to catch up with her sister.

Applejack was showing them Lyra's hands on notes, apparently a musical theater. Towns hall where one can go to get approval for permits and meet with the mayor that is village related. Twilight made note that the roads through the village is of basic cobbles stone, showing that there is progess towards a proper town so she thought.

“This here is Rarity's All or so she calls it.” Applejack said with a bit of respect “The unicorn here claims she can craft anything, but sadly clothes are her favorite and of course funny looking little varmints made of stone."

“Ahh sounds like an artificer.” Luna grinned.

“Indeed sister I haven't seen an artificer in quite some years.” Celestia said thoughtfully.

“Whahoho.” came a unique laugh as beautiful white unicorn chuckled upon her door step appearing as her name was called.

“Darlings what a lovely group of mares you are.” She spoke with a generous smile.

A little chunk of clay that was the shape of a sapphire with a pony shape stood at her hooves. Celestia thought how odd a sapphire clay chunk with little hooves, the detail is amazing I must give her my compliments.

Before she could voice her thoughts “What in tarnations, did you make another Rarity!” Applejacks voice rang out loud causing the white magus to wince.

“Manners little apple.” she responded “And of course I did this little gem is great at making wool socks with me.”

“If I may you are an artificer correct?” Celestia asked politely.

“Oh yes oooo you have amazing mane my dear perhaps I could introduce a lovely scarf to compliment it?” she asked with ease.

“My sister has no need of scarves.” Luna chuckled.

Heat flooded the area as Celestia arched her hindquarters and rearing up causing the area to flare with a warm comforting light. Luna grinned and arched her hindquarters and rearing up using her cutie mark which flared to life illuminating the area with soft glow of light creating a comfortable but bizarre atmosphere. Rarity gasped as a fainting couch walked on its own to catch its owner fainting onto its soft velvet pillow cushions.

Her head shot up as the AJ rolled her eyebrows “You are the magi sisters!”

Chuckling was heard as the two alicorns nodded their heads at the white unicorn who was barely sitting up from her fainting couch. “Yes we are Rarity it is our pleasure to meet one of your capability.” Luna responded as she clapped her hooves softly. Nearby ponies started gathering around the group of mares as the alicorns were chatting amongst them.

“Now my little ponies and all those who are interested, we are holding a magic talent test.” Celestia said with a smile that beamed across the growing crowd.

“Among the tested we will choose those to join the school of Equestrian magic, who will be personally taught by us and our faculty.” Luna said standing as tall as she could muster.

“Question?!” came a voice from a mint green colored mare.

“Please go ahead.” was answered by the sisters.

“Can anyone attend the test even .. non unicorns?” she asked thinking of her dear friend.

“Of course my dear all ponies great and small possess a variety of magic. Here at our school we will help teach this and so much more.” Celestia responded with voice full of wisdom.

Cheers were heard and quite a few gasp's as well rang throughout the crowd as pressed in asking random questions. The two sisters looked at each and then with a hidden gesture they slightly rolled their left shoulder blade with a soft giggle turned back to the crowded ready to answer them.

“Can my daughter get in?”

“Can my turtle join?”

“Are there muffins there?”

“When are you gonna hold the test?”

“My little pones please one at a time.” Celestia chuckled “I realize we haven't held a testing in quite some time but please bear that we are holding one here.”

Luna looked over the crowd with a pleased smile and told them “We the sisters swear the by the code of the magi that any and all those that pass the testing will be able to learn from our school of magus.

“And yes we do have muffins.” She concluded with a simple wave of her hoof.

The crowd giggled at that last one as a very audible gasp was heard from back of the group. Applejack chewing on a piece of hay while tipping her fathers memento was lost deep in thought as the crowd pressed on with further questioning. School of magus sounds like phooey nonsense to me, but it would explain a few incidents I have had lately with my craft. She flexed her hooves as she stared into a recent memory, AJ was pounding a piece of metal attempting to create a plow for Big Mac. When suddenly her body began to heat with warmth as her thoughts brought to her brother who protected them from harm every day on his patrols. Applejack bent and molded the metal with ease creating sparks of every color.

“This plow will protect my brother!” She intoned as the aura faded from her body. She fell limply on her anvil, sweat pouring down her body in attempt to drown her legs. The plow shined brightly as the symbol of cutie mark appeared on the back half of the plow strengthening the metal sled. She had these magical surges often when crafting a piece of gear and when she felt love for those dear to her some kind of magical wonkyiness goes on.

“Dah .. umm Celestia can I come?” Applejack asked with a bit of shyness.

“Anyone may partake of the test dear apple.” The lunar magus first.

“Of course you may Applejack please attend we ask all to at least attend.” she said to the earth mare and then to the crowd.

“We shall appear at noon tomorrow attend at your own peril.” Luna spoke “I mean um if you interested.”

The two figures of knowledge along with there protege and assistant left the crowd to visit an inn for the night. “Hey do you think anyone will come?” Spike asked the three. Twilight made hoof gestures at her muzzle while pointing at him before they heard a sigh.

“I know its been awhile since we had students Spike, ever since our failure..” Celestia trailed off looking off in the distance.

“Sister tiss not your fault I was being foalish.” her sister said with regret.

“Nay Luna I took you for granted and pushed you towards my ideal never considering your fee..” Celestia oofed as Luna hugged her tightly.

“So thats a maybe then?” Spike said a bit downtrodden.

Twilight face hoofed at her assistant who stared at his caretaker before he caught his mistake. “Oh.. I am sorry, I was hoping to see some others around my age I kinda wanted to meet some others.” his words trailed off.

“Its ok Spike and you are correct we are of the same mind my young student.” Celestia said as she regained her composure.

“So lets make a plan and please Twilight speak your mind about our goal for tomorrow.” Luna spoke sincerely. That night three mares and dragon talked well into the night planning the test that will bring students back into the school of equestrian magic.

chapter four sweet short dream

The pink earth mare was gonna go to bed early that very day, so she climbed into her bed burying herself in the covers.The spring was gone from her hair leaving her with mass of straight pink hair like a pool laying around her. but before slumber land hit a clatter of sounds was heard in the kitchen. She bounced off her bed making a cute springing sound as she approached her small kitchen. Inside were bags of flour and pot's scattered all over her floor, with odd looking hoof prints pressed into it.

"Hmm how od.." before she finished her sentence her right knee felt wobbly.

Her very own shadow grinned on its own and tried to wrap itself around her, She reacted within a hair's inch tumbling away from the shadow still standing there. Something rose from her shadow a cloven hoof pony with fur as dark as the shadow that it came from.

"Very perceptive miss pie, we have come to induct you into our school of tricks and pranks." it spoke but the voice feels like it comes from all around.

Pinkie pie cocked her head and grinned "Tricks and pranks sounds like fun,But I don't think you mean my kind of fun do you."

It laughed a bit forcefully and then sprang forth to attack at astonishing speed. The earth mare just reacted by dodging its furious attacks upon her body but just barely each time. The creature leaped into air floating there as he began casting a shadow spell which he blasted into the ceiling. The entire room became void of any light, nothing but blindness could remain in the room.

You hear a gasp and quick inhales as Pinkie pie tried to fight back her own fears as it threatened to drown her in darkness.

"You are correct this is our kind of fun miss pie." darkness spoke in all directions once again.

"I must giggle at this silliness.." she attempted to sing but was drowned out by the creature laughing obnoxiously.

Tendrils of mana were beginning to wrap around the pony as she struck out with her hooves, fear and panic won her heart limiting her abilities.

"You will be... WHAT!" the creature screamed as darkness parted from the room illuminating a pink mare wrapped in dark magic pinning her to the floor.

"So you will be my friend after all thank you thank you." words directed at the black mare entering the room dressed in battle mage regalia.

"Thou dreams called to me Pinkie and I saw that you were in trouble." Her cutie mark blazed with luminescent energy as she summoned her list of spells to her aid.

"You will not have her, her chaos would better serve me as my servant!" it shouted as its visage grew more gnarled.

Standing there was a decaying form of a pony twisted with so much dark energy it was hard to look upon. Luna was amazed she remember taking a little nap before her and sister talked with Twilight. She felt a sudden pang of slumber tinged with odd urgency. As soon as she fell asleep a great pull, yanked her into this dream watching this cruel battle ensue.

"My doubts have cleared for the most part Pinkie pie allow me to be your friend." She extended her hoof in friendship while some doubt remains she could not lose to it now.

Sparks of unique mana spilled forth from both mares as pink and black combined creating a small explosion, releasing the captured mare from her confines. Pinkie pie ocean blue eye's had stars in them as she gasp at luna who was rescuing her in her own dream. Both of them could feel the friendship magic inside of them grow as they stood by each other facing the disfigured darkened creature before them.

"Hi my name is Pinkie pie and here's a cupcake for your eye!" She bounced in place as her dream came under her control, confections of every kind surrounding her as her smile grew larger.

"Lets double the fun, I shall be on par with my star!" she giggled from watching the infectious grinning pony.

A large moon was growing behind all the confections causing the confections to orbit the large planar existence. Both mares looked at each in appreciation, before they pointed their hooves at the enemy.

The twisted dream creature only had two words to say "Oh buck." Before he was covered with frosting and pressed upon by a large star. He was barely gripping the dreamscape as the combined efforts of the mares dream powers was pushing him from Pinkies realm.

"I will be back chaotic one and I will make you mine!" he growled as his presence vanished like a nails dragged across a chalk board painfully.

"Hurray Luna saved me from the nasty, thank you I know we should throw you a awesome you beat the bad guy in dream land party." confetti exploded from her mane as she stared breathlessly at the dreaming magus.

"I am sorry little pink one, that I could not help sooner but no longer I want to invite you to join the testing tomorrow please come." Luna asked her heart steeling itself once again.

Pinkie eyed the magus with a frosting covered smile "Okie dokie lokie see you when I wake up then would you like one pancake or thirteen?"

"Huh?" Luna awoke to the smell of delicious smell of pancakes being cooked in the kitchen.

"Sister dear I know you are hungry would you like some pancakes?" came an almost heavenly voice beyond her room.

Luna responded with a bit of a grin at her lips "Thirteen would be nice Celly."

There was a pause and a laugh from the kitchen "You might actually put on some weight Wuuna."

chapter five The beginning of a great joke

At the breakfast table where thirteen pancakes was strangely stacked in front of sister, who possessed this evil smile about her as she devoured them. Celestia was thinking of the day ahead and the test, she collected herself before asking her counterpart in life.

Celestia batted her eyelash's "Dear sister may we use the honey joke spell for the test."

Luna choked on her seventh pancake " Urgh the honey joke sister are you sure, nay never mind you wouldn't ask if you weren't."

The bed and breakfast they occupied was very comfortable for a small village known as Ponyville. The interior consisted of basic large oak table with five chair's that the two sisters were using. A blue mare with unusual pink hair approached the table and placed two cups of tea upon the table.

"How are you enjoy the stay dear guest's" the blue mare asked.

"Cozy is the word that comes to mind Mrs. Cake quite pleasant." Luna responded along with nod of her sister.

Celestia levitate's the cup of tea to her lips and smile's " Peach tea what a delight my dear."

Mrs. Cake a tinge of red grace's the cheeks of the blue mare, who nod's at the white unicorn with the tilt of her head.

"If nothing else my dear guest's I shall prepare for the morning, please enjoy our tea of the day." with a twinkle in her eye she smiled while walking away.

Luna looked at her sister for hard long minute before she began sighing. Celestia held a small but mischievous smile upon her lips only grew bigger the longer her sister stared. The sigh was only shatter the silence with nearly polite laughter that only grew as the other joined in.

"I shall fetch some of the ingredients from the nearby forest sister." Luna spoke with a sense of defeat in her voice.

"Excellent Luna I shall begin preparing the necessary preparations for the test." Celestia spoke as she continued to sip her tea.

The morning ritual between the sisters had concluded, Luna rubbed her belly generously before giving her sister a hug. Celestia leaned into the hug squeezing her sister till a soft squee escaped her mouth. Chuckling was heard from the denizens below them as they there checking in. Luna left the room on her mission to gather the ingredients that would later combine with the test spell to challenge their possible new students.

Celestia spoke to herself in a hush of whisper "This will be a good day, please Harmony let this day stay true." The solar magus left the room filling herself with magic to prepare the spell of the day. Celestia left the All your treats bed and breakfast, while hatching a plan for the test. Unknown to her she was being watched by a old enemy who desired what she possessed.

The world smelled of sweet flowery scents mixed with the warmth of sun boring down upon the land. A large group of chitinous ponies hid well in the village concealing both their presence and the magic to do so. The leader of the bugish ponies was larger than the rest, who looked about with venom in her eye's. She spotted Celestia in the town square, who appeared to be preparing some sort of experiment.

"Blast this light my little changelings we shall strike when the time is ripe." her words dripping with acid as she felt blood lust filling her heart and mind. They looked toward their leader, then they disappeared into the shadows of the village while obeying the hive mind connection provided by their queen. The large changeling began hatching a plan of hers that would rue this day and perhaps all others.

Luna on one hoof was enjoying her frolic in the woods of Everfree, she pranced about as a Timber wolf attempted to bite her as she gathered blue flowers in a nearby meadow. With each bite her grin grew bigger as she snatched another flower. Naturally when she entered the forest of Everfree the magic of the woods summoned its sentinels to expunge the intruder. As there was only one intruder it summoned one Timber wolf to chase it out.

"Ah ha!" she chuckled "This is a great way to wake in the morning with a bit of exercise."

Timber wolf growled menacing as it pursued the tall dark mare with deadly intentions. Luna spied in a nearby bush a puk wudgie a spiny little fairy that doesn't prefer to being bothered. With a hop she bounced next to the bush as the large wooden menace lunged for her throat. She grinned as she teleported way grabbing another blue flower with her magic. The puk wudgie sent a blast of thorns into the face of the elemental of nature causing it to whine and whimper as it scampered away.

"Thanks for your assistance Puk Wudgie." She dodge a group of thorns shot in her direction " Have a nice day!"

Luna had gathered all she needed and with a great leap she dashed in the direction of Ponyville sweat covering her hide. She began thinking I do pray my dear sister knows what she is planning is rather cunning and cruel. "I feel that my sister is back to her old self just a bit at least." Luna looked towards the village with a mischievous grin "And its about time I do say so."

Celestia and Luna met in the town square on a sunny day with a ever growing crowd of ponies coming from their homes. The white mare had set up a pedestal with a hexagon shape crystal that merely floated slightly above said item. Luna grinned as she summoned a cauldron that she placed nearby as she used magic to heat the cauldron with a blaze rune around the item.

Lyra nearby spoke up "What cha doing?"

A chubby small stallion asked "Yea are you preparing to make food?"

Twilight appearing with a bedraggled mane with a book neatly tucked into the crook of her hoof spoke softly "They are preparing the test."

The crowd "ohhhh."

Spike dragging his tail behind Twilight spoke up "Oh its that test yikes!"

Celestia leveled a stare at the two and raised her hoof in a hush movement, you could hear a few chuckles from luna as she stirred the pot.

Author's Note

Any idea's on what luna gathered or what the test is gonna be about go ahead type your mind.

Chapter six pedestal or chitin.

Sunlight was piercing through the clouds on the town casting shadows in every direction. Changelings were scattered unknown to the occupants of the village. In the midst of this beautiful chaos was two powerful magi, weaving both alchemy and their magic together. Mares and stallions surrounded the town square staring waiting for the next step to happen.

Celestia sung softly "Oh little joke please fall and release your yolk."

"Let this little spell of ours change in size."

"Oh little joke who we douse with honey."

"Be as quick as this fur came from the adorable bunny."

"Oh little joke awaken to my touch."

Luna jumps in with a quick jibe "Oh little Celly don't you think that's a bit much."

The crowd chuckled as Luna was weaving lights that appeared as sigil's in the air around her. The hexagon cystal began glowing as it absorbed the magic surrounding her into its vessel. It pulsed with energy filling the crystalline globe with magical symbols that littered its surface. Lyra in the crowd poked her friend Bon Bon with her hoof and pointed at the globe making jubilant sounds along with her motions.

Twilight sat patiently nearby, Spike took the opportunity to comb her wild bed head using his claws gently upon her mane. A soft swoosh was heard as Fluttershy landed next to Spike holding her dear bunny in her hooves. Sweat could be seen dripping down her face as she watched the preparations for the test continue her eyes looking wildly about.

"Whoa whoa nelly calm down sugar cube." came a confident voice from behind them.

Applejack appeared with a cyan colored pegasus walking alongside of her making a hoof bump. Fluttershy looked at her saviors with a small smile and took a deep slow breath which calmed her breathing. The calming pegasus sat her rump down next to Spike as both the mares joined her in the crowd watching the two unicorns finishing up their performance.

"Sister I believe the test is prepared." she spoke softly as the pedestal was levitated next to the cauldron by a dark blue aura.

"Indeed I shall quite enjoy this test, now my little ponies is the time of the test." Celestia rose from her sitting position her rod still stirring with a powerful light aura around the rod. A flash of light surrounded the area and then it receded to normal sunlight in a few moments and in those moments potions of every color walked out of the cauldron.

"Are those walking!" exclaimed tan pony from the crowd.

"YEA." yelled a burly stallion with puny wings on his sides.

Celestia held a hoof at her muzzle as she tried to contain a giggle from escaping her lips. She looked over her potions with glass legs walking out the cauldron defying gravity and reason for doing so. Luna rolled her eyes as she used her magic to take to the the skies, vanishing from everyone's sight but her sisters.

"These are test potions for those who are brave enough to take a drink." She then followed up " And any pony allergic to most to any ingredients from Ever free should not partake from these potions."

The crowd murmured amongst themselves but an eager hoof rose quickly in the air, A pink hoof with a earth mare bouncing on her tail appeared in front of the crowd. This caused an audible gasp from the crowd but the mare paid no mind as she bounced in place in front of everyone waiting oddly patiently. Another hoof came through the crowd this time stood a daring cyan pegasus with a lightening bolt for a cutie mark standing next to the goofy looking pink mare. A deep breath was heard before the crowd heard a soft "Yay!"

"Oh come on Fluttershy, Twilight says you have quite the potential." Spike was heard as he was gently pushing the pegasus next to Rainbow dash who struck an heroic pose.

"Ah suppose its my turn." came forth Applejack standing tall next to the four.

"But hey your blacksmith!" shouted a little light pink filly while wearing a diamond tiara on her head.

"Yea go back to the soot and dirt, and yea you pink pony should be pranking someone not learning magic!" came another filly with a silver spoon for a her mark.

Apparently the crowd was surprised at the potential students before a marshmellow colored hoof waved in the air front of everyone gently directing the attention to herself. She stood next to the four making it five ponies attending and stared at them gently but with a hint of fierceness.

Pinkie pie was huddling with Fluttershy as the crowd slowly calm down, while Rainbow dash stood protectively in front of them along side of Applejack.

"Now now friends of Ponyville, I have personally spoken to both of these delightful unicorns." She waved in direction of the Celestia.

"They promised anyone who wanted to take the test...Anyone!" she motioned to herself and the crowd surrounding them with a patient smile.

Rarity tried to search the crowd for the two young fillies who began the verbal assault with no avail. She walked up to Applejack flicked her mane with a grin and stood next to them.

"Well that was fun right Luna, looks to be these five who will begin the test."Celestia spoke to the sky as if her sister could hear her.

"My little ponies its very simple but daunting task before you touch this crystal here to show if you have the ability to manifest magic." Celestia spoke as she made motions with her hooves.

"The crystal imbued with her magic can detect at a magical molecular level the potential that you born with." Celestia followed up as Twilight pulled out a chalk board making a diagram to explain the item in question.

"Now I did explain that any pony can learn friendship magic, this determines the chance that you can use it." She spoke gently as she touched the crystal in a demonstration.

The crystal became a fierce light that nearly blinded all, like a raging pillar of light that shone to every shadow in the village revealing to none who was hiding there. The crowd Oooo along with the five who stood there. Pinkie was wearing a pair of shades along side of Rainbow dash sharing a bowl of popcorn. Applejack covered her face with her hat as Rarity stood behind with Fluttershy while the bright light began dimming down.

"How was that sister." Celestia spoke aloud while cupping her ear skyward.

"better than last year!" She responded faintly from above somewhere.

"Applejack would you please come forward and prove to yourself, that you have magic." Celesita spoke standing at her full height which was amazing for a unicorn. Applejack jumped forward with a bit of nervous energy and as she landed she adjusted her hat. The crowd watched as the orange mare walked up to the gem and with no hint of hesitation visible by most leaned forward to touch the gem.

The crystal began humming as energy began springing to life, the crystal spun in circles as orange energy spilled forth filling the crowd with warmth that grandma would exude upon her family. Celestia raised an eyebrow at the event and then made a slow whistle.

"That my little pony shows that you have a impressive fortitude and potential in earth friendly magic." Celestia motioned for her to wait by the cauldron.

"Fluttershy would you please participate." Celestia made a gently motion towards the pedestal.

Fluttershy took fourteen slow breaths and watched her savior stand by the cauldron, she decided to take a leap of faith. herself. She walked forward cautiously while attempting to smile at the beautiful white unicorn only to stare at the ground. She made it to the pedestal and reached forward and before she could, Angel her bunny nudged her hard to side just enough to barely dodge green fireball.

"Now attack my little lings!" came a dreadful voice from little filly with pink fur and a tiara upon he head, green eyes flashing.

Chapter seven foalnapped and rescue.

The little pink filly with greed shining through her eye's directed a half the crowd who were apparently changelings. This caused wild panic sending the other half of the crowd running in random directions screaming and yelling as they attempted to escape the chitinous enemies. Celestia took a calm breath and prepared to cast her magic upon the enemy, but before she could green slime shot forth from the little filly horn. This gooey substance covered the white unicorn spell casting horn, limiting her ability to blast her fire magic upon them.

"So weak Celestia.." purred the filly as the changlings ran rampant among the crowd. Celestia stared at the filly before she groaned as the slime weakened her.

"The time is nigh my little lings capture the potential, take this year treasure for our." The little filly sighed "For our king."

Slime spewed forth from the horns of the changelings covering Applejack and Fluttershy. Applejack wrestled with the goo as it covered but more changelings joined in until she was cocoon of goo.

"What.. in..Tarn..atio.n." her words failing to commit to the air around them. She struggled her hooves flailing in the goo causing the nearby ponies to shout at the situation. Before anypony could leap to the rescue several of the chitinous ponies grabbed her and flew off. Twilight sparkle jump into the fray charging her horn "Celestia!" her voice rang above the crowd momentarily.

The attack grew more intense as the changelings began dragging random ponies in several opposing directions. Celestia reached up and touch her horn "Save them my wonderful student." Twilight stared at mentor confusion clouding her judgment giving the changelings ample opportunity to attack her backside unprotected.

"Watch out" Quietly yelled Fluttershy as she barged in front of Twilight getting swept into the air with small changeling group. They looked at each other with a mild shrug and flew off with a quiet screaming pegasus snapping the lavender unicorn into action. With her horn fully charged she levitated several nearby changelings and used a gravity spell create a spinning orbit of group.

"Fluttershy I'll save you, please wait for me!" She yelled as the changelings began hurling green goo all over the area.

"Okay." was barely heard as the menace flew off with the kind pegasus. The group of changelings quickly flew off in the same direction of Applejack giving Twilight a beginning of an idea. She stomped one hoof on the ground sending a single changeling from her orbit into a nearby one knocking them down covered in their own goo.

Rainbow Dash was back into a corner by group of changelings brandishing their fangs in her direction by a nearby building. She stood up on her hind quarters and slammed her hooves on the group kicking up a cloud of dirt. She eyed in the growing distance her two captured newly made friends. Causing her hair to stand on in giving her enemies a moments pause before they advanced upon her.

"I'll crush you and I'll save my friends in ten seconds flat." she threatened angrily. She buzzed her wings in place like a humming bird before she blasted herself into a changeling slamming it and one other into ground pinning all three of them as she punched the one top with her hooves. Two other potential threats approached her and before they wrestle her off she vanished before their eyes. She was high in the sky her mane charged with pegasus magic so fast that it sent the ground changelings skittering across the ground.

"That was about twelve seconds right number thirteen?" spoke a changeling who had several bruise across his muzzle.

"Shut up and catch her you buglets!" he shouted as he spun in circles throwing out his hooves pointing her general direction.

Pinkie Pie watched as Fluttershy bravely attempted to save the lavender mare in front, it gave her inspiration reaching into her mane she pulled out a blue metal cannon with cute daisy sticker on the side. She aimed it at the buglike ponies carrying off her new found friend when she heard a little filly voice.

"Help, save me Pinkie!" came a desperate voice from light pink filly with a diamond tiara for a cutie mark. Two changelings wearing armor was pinning down the filly as she desperately attempted to fight them off.

Quick as a pink flash, the cannon disappeared into her mane as she charged the two offending buglings. She bowled one over onto the patch of grass next to filly as the other grabbed her mane pulling her down with him. The fallen changeling got off the ground and went to assist the his cohort in capturing their target. Green goo was pouring all over the struggling mare wrapping her into a cocoon made by the two armored changelings.

The filly stood up with a wicked grin "They always fall for the helpless acts eh boys."

A changeling with the red helmet remarked "Yes mistress.." A falling changeling came from above crashing into two guards, knocking them over. Running around corner of a building was a enraged unicorn glimmering with lavender power. With a flash teleport she appeared next to the filly and shot a purple jagged beam of energy surge into the filly shocking her into revealing her true form. A tall feminine Changeling with a smile so cruel, it made any nearby pony shiver with fear.

"Chrysalis you dare attack us now!" screamed the lavender unicorn as she launched more and more of her own minions upon her enemy. As this happening from out of the corner of Chrysalis eye she saw a small white unicorn using her horn to free the pink mare from her slimy cage. She grinned as her magic created clouds of smoke that made them disappear.

Twilight yelled while sweat trickled down her forelegs "No not Rarity!" She looked away from her hostage and pulled more magic stretching her limit to push the smoke away. It revealed Rarities battling over the cocoon "No I will free her." Both spoke at the same time while imitating each others Mannerism's. To her side one of the guards was missing from the pile of injured and unconscious changelings.

"Oh no Twilight which one is your friend, how will you save your dear friend from my game of who's who." came a cruel voice full of victory. Twilight's magic began dampening from all her spells she threw out in quick succession weakening her temporary. Her lavender glow began dimming when something caught her eye the slime cage was empty but still undamaged?

"Tee hee I almost forgot to have fun Chrysalis, I love games let's see who's who hmm." came voice full of joy as a pink mare appeared next to the Rarity on the left leaning on her flank.

"Darling thats embarrassing, please stop that." came voice in a small squeak that was quite indignant.

"Okie dokie lokie Rarity." Pinkie pie smiled as her front clops twice as she was sitting making the two them disappear from sight. The only thing left in their place was a two cupcakes with words upon them.

"What pinkie how did you?" the lavender mind was racing before she noticed that there was no changeling being pinned down from her magic. Her head crackled with pain as she fell over with a powerful urge to vomit, she clutched her stomach attempting to hold it in.

Rising from the pile of injured changeling rose forth the red helmet chitin enemy with rage burning in his eye's. Twilight struggled to rise to her hooves, but all she could was clutch her stomach as he approached. She felt fear pulsing throughout her body giving her enough strength to look him right in the eye afraid what will happen next.

"You won't hurt my friend, you dang bug!" came shout that crackled the sky like a lightening thrown into the wind. Both the changeling and Twilight look toward the sky. What they saw startled them both, it was a rainbow filled with enough power that it was brimming lightening bolts. What scared them next was this rainbow lightening bolt was coming down on them.

Primal screaming was heard from both pony and changeling as it slammed into the red helmet bug sending him back into the pile of injured changelings scattering them like a bowling ball hitting a bunch of pins.

"Like I said ten seconds flat." The cyan mare said as she wandered in circles in front of Twilight who was unaffected from the strange weather magic.

"Wha again what happen, ahh never mind that for now we need to save Applejack and Fluttershy." Twilight barely rose to legs as her mana began to mysteriously refill slowly.

"Sure, ugh where's the pranking mare and Rarity?" Rainbow dash replied as she straightened out.

The two cupcakes sitting precociously on the ground caught the eye of the multi colored mane mare attention. She scooped them up and look at Twilight with a question on her lips.

Twilight looked at her slightly agitated "What does it say?"

Rainbow dash ignoring her friends anger replied "Thanks dashie and yup in the middle of Ever Free."

Twilight slapped a hoof to face and slowly dragged down her muzzle " Of course in the middle of danger zone, lets go save our class mates Rainbow dash.

chapter eight Night saved the day toiled

Celestia was slumped against the pedestal barely holding her own against the gravity exuding down on her. She reached up gingerly touching her own horn feeling a sick sense of slime upon her hoof. She pulled a bit of the slime to her nose and smelled the slime "Dispel poisoning, its draining my magic and powering its own potency."

"Sister!" came a cry from the sky as the confusion ensued around them.

Luna wrapped her foreleg around her dear sister attempting to help her to hooves. Celestia was the bigger of the two and it was proven to be bigger task than Luna assumed.

"Dear sister have you been robbing the pasty pantry again." Luna teased as sweat was forming above her eyebrow.

Rainbow streaks across the sky as changelings were being slung around as if they were mere pebbles pelting other pebbles. Luna grinned for a moment before her sister slumped against barely holding herself aloft. "What was that about the pantry little moon." The white unicorn said with much effort. A changeling was slammed into a ground, but a few feet from them hard enough to leave an impression in the ground.

Celestia rolled her head to look at her sister and spoke softly "I am gonna have to purify myself, with ancient fire Luna this is chrysalis special poison I do apologize my dear.

Luna growled "Chrysalis will pay for this, I will plague her with nightmares if i could ever find her in the dream realm." Celestia hugged her sister tightly before pushing her off in the direction of the forest, confusion was upon Luna's face.

"Save our pupils Luna I can manage this and I will organize our friends here." She wiggled her eyebrows at the unconscious changlings around them. Her cutie mark was glowing as it grew in size, at the same time crimson flames began pouring out of its core. Luna back away with small sigh and jumped into the sky spreading her wings. She looked back at her dear sister form purifying itself with flames, at the same time it was scorching the ground around herself. As if she was a small sun that created life and destroyed at the same time.

"Be well sister I shall lend my aid to our newest students." she flapped her wings in the direction she sensed large amounts of magic the Everfree forest loomed nearby. "On the wings of dreams I will always be there." she chanted her wings growing in size and energy. She left the town square blasting into the middle of the woods leaving waves of soft energy behind her.

The woods were eerie and extremely quiet as if nothing ever lived there. Rainbow dash and Twilight were running through the woods being whacked by unforgiving branches. "Ouch thats the third one that smacked me." came a painful complaint from the pegasus. Twilight stifled a giggle that nearly attacked her as she observed her friends fur who was quite ruffled at the moment. Then concern hit and hard as she noticed that blood was trickling down her hind quarters.

"How did that happen Rainbow!" Twilight teleported next to her friend who was only a few feet away. The pegasus glanced down her flank and finally noticed her wound from the earlier combat. "A changling got a lucky hit in that's all Twilight, nothing to worry about." she replied as if it was nothing.

"Yes it is something to worry about Rainbow!" came an angry but worried reply. she felt a warm sensation as waves of energy were slowly cascading off of Twilight's horn slowly healing and sealing Rainbow's wound.

"Ugh that hurts a bit." the pegasus eye's grew large as the unicorn slumped a bit to her side straining herself.

"Hey hey your pushing yourself." She held her wing around the shoulders of purple unicorn giving her strength to stand. For moment in the middle of a barely visible path stood two ponies sweating as a strange concern filled their chests. Rainbow felt awkward holding her new friend up while sweating on each other.

"So what's your plan Twilight cause mine is beating the stuffing out of them buggers." The Pegasus spoke attempting to change the awkward situation.

" I am gonna recharge myself, and then we will ambush our foes before they reach the hive." She spoke tiredly while slowly standing on her own.

"How we gonna do that we don't even know they are at." Rainbow replied irritable at her own helplessness.

A wry grin was plastering itself upon Twilights face giving Rainbow dash an illusion of madness. She leaned in to whisper into her friend ear which caused it to twitch violently. The woods around them only grew more silent as the mysterious conversation took place, as if it to wanted to hear what the mare said.

"What seriously." Rainbow said in surprise.

"Now duck!" Twilight spoke as she reared up on her legs. The Pegasus fell flat as the nearby bush was envelop in green flames revealing a changling. That was equally surprised as it received a buck to it's face sending it flying into the woods.

More flora was surrounding them and they became changlings that were entrapping the mares. Rainbow took to air and began flying in circles in attempt to create a turnado. But Everfree branches lurched at the Pegasus preventing her peagasi magic.

"What the buck." She spoke confused.

"Dash, Everfree doesn't like weather magic so becareful." Her voice echoed into the air.

Rainbow was growing annoyed at the trees and she thought to herself I'll show this forest real pegasi magic. She huffed to herself a few times as the enemy encroached into their territory. Twilight looked at her friend and blinked very slowly as she disappeared from sight. After her blinked ended she tilted her head in confusion as three nearby changing went soaring through the air.

"I am just so awesome!" She squee as she threw her forelegs into a charging bugling.

Twilight began absorbing the ambient magic in the environment very slowly. She could feel a resistance to her unicorn magic and the magic she did absorb felt very chaotic. She could feel the magic of the forest burning through her arcaneum veins causing her mane to flare and waver in the air. Rainbow felt a bloodlust in the air so unusual she turned her head along with the changlings she was battling. They all saw the lavender mare grow very still like the moment before the storms hits your home.

One of the changlings spoke with a fear in his voice "She tried to absorb magic from Everfree, it will poison her you fools."

"But our queen can absorb it and she is massively powerful what if..." the eyes of the creature widen by a hairs breath.

The storm hit as her mane flew out outward gaining a green streak while turning her eye's dark as the abyss. Twilight felt pain as the magic coursed harder inside herself twisting her thoughts destroy all who enter the woods. She fought against the urge to unleash all of her magic upon her the living beings near her.

"I will not harm my friend." she chanted to herself attempting to calm the wild energy. The cyan pegasus flew next to Twilight and reached out by extending her wing she felt a jolt of magical energy as she made contact bringing her pain that nearly buckled her.

"You can do it Twilight I ugh have faith in you." came a strained voice that the lavender mare could hear. She felt her inner pools of magic begin filling more rapid as she thought about her new friend who is standing by her in the his dangerous situation. She could feel magic emanating from the pegasus, the chaotic magic within felt confused as it was literally absorb directly into her pools of mana.

"When friendship is abound, I am no longer confound." came echo inside her mind.

The changling watching this scenario renewed their assault, as they neared them the lavender mare pour magic out creating a burst of magic that sent the charging buglings flying in every direction. Rainbow dash spotted something out of the corner of her eye and dash out of sight.

"Rainbow?" Twilight said feeling renewed as she eyed the sky for her friend and any enemies.

A voice boomed above her "Dear protege is that you." The unicorn looked above to see Luna with large luminescent wings being empowered by her magic. She landed next to Twilight causing her wings to disappear from sight.

"You look renewed dear one, brimming one would say." Luna grinned wickedly.

"Hey found them, come and give me hoof." Came a tomboyish voice from the woods.

"Is that Rainbow dash little one." Luna spoke as she cantered into the forest.

The leaves shuddered in the breeze that blew by giving Twilight a chill that passed through her fur. She followed after Luna with a whisper "Becareful I sent several changlingd flying, this could be a trap."

Groaning was heard in forest and the sounds of bodies being dragged gave Luna a few thoughts.

"That power you displayed, put our enemies in far more dire circumstances." The dark mare whickered. The lavender unicorn blushed at her statement embarrassment filling her cheeks.

"You guys are taking forever, Applejack is heavy as she looks." Rainbow dash said while dragging a translucent cocoon near them. She could feel a glare at the back of her skull, as if she were a fire.

Twilight and Luna saw Applejack in her trap glaring while sticking out her bottom lip at the mare. Rainbow dash quickly stopped her dragging and rubbed the back of her head nervously.

"We must be careful when opening the cocoon if done inappropriately could cause dire side effects." Twilight spoke aloud as if there a book in front of her.

The sky colored Pegasus spoke harshly "I could get her out of there in ten seconds no problem." She coiled her legs and gave a test flap of her wings.

"No my little blue Jay, such action will bring such harm." Luna spoke with her hoof outstretched. Rainbow dash huffed with chest slightly puff out in annoyance.

Twilight studied the cocoon while Applejack rolled in her trap to look at the unicorn. She waved at the orange mare, when she came up with idea.

"Luna with your magic and my spell I believe we can free her safely." She spoke eagerly as her eyes light up.

"If my protege believe it be, then I shall place my faith in her." Luna horn began glowing as she followed her student steps. Rainbow Dash kept a keen eye on the forest slightly hovering above the group for a better advantage. The forest living up to myth and legends became more spooky the longer she stared. Eye's of countless shapes and colors appeared to be staring at her, giving the pegasus a nasty shiver.

"Luna I shall unravel the shell, I need you to give strength to Applejack and aid me on any traps placed here." calmly spoken by the younger unicorn. Luna nodded in agreement with her protege as she proudly observed Twilight Sparkle focusing her empowered glow upon the shell. Applejack watched as her strength waned a tad for the amount of time she's been in here.
Her thoughts drifted off I wonder how Fluttershy is doing the poor little thing gotta be hungry by now.

The sky blue pegasus own thoughts wondered on about her friend Fluttershy as well, They better not hurt her, I just met the mare and I know she is really scared right now.

"Here's comes the first trap Luna!" grunted the lavender unicorn.

"That's a fat eye you have, excellent for spotting traps little acorn." Luna chuckled as her horn came to life mixing her glow along with her protege's.

"Luna we shall go over some of your terminology when we save our fellow learners." her fateye rolled along with the comment.

Twilight sparkle concentration shot through the sky as sweat beaded down her neck. the combine magic between the two unicorns loosened the ancient trap created by the changelings. barely seen runes floated to the surfaces surprising Applejack and began burning in a teal color before disappearing.

Luna chuckled as she was assisting her protege "You have quite the libido for magic don't you Twilight."

Both the pegasus and the unicorn facehooved in unison as they stared at Luna with exaggerated groan. Twilight then said " Some of the ancient Equestrian saying's don't translate that well Rainbow."

Luna arched her eyebrow a notch, then her ears drooped low as she realized what she said. A low blush was barely visible, she slowly turned her head away from the two. This action caused Rainbow Dash to chuckle as her ears flicked a few times in the breeze.

"Tarnations that took felt like forever." Exclaimed the freshly freed Applejack. Green goo stuck to fur giving her a smudge appearance, which didn't bother her in the least. "Good thing that prissy unicorn isn't here I have feeling she might faint bit at this." She grinned from ear to ear.

"Well I think she is with Pinkie pie off to save Fluttershy." Rainbow said as she looked around the forest causing her to shudder.

Luna looked towards the sky as her magic summoned her luminescence wings enchanted to her body. She then spoke with a hard edge in voice "I believe they are in more danger than we are for they are deep in the woods of Everfree." She took to the sky with a grace of a dark swan taking its veteran flight to the world above.

Twilight alongside of her two companions look at each and then with a silent nod of approval followed the streak of glimmering energy in the sky.